By the Will of a Wizard
by RogueoftheNorth
Summary: Gandalf enlists the aid of two modern-day girls familiar with the story of the Hobbit hoping they will change the fate of the line of Durin. Alison, the eldest, hopes they will too, and in the meantime, she'd like to have some "fun" with Thorin's handsome heir without falling in love. Fili, however, has other ideas: he'd like to keep her. Rated M for lemons and language.
1. Chapter 1

_A/N: Hey everybody! So I know this type of story has probably been done to death, but the plot bunnies for this wouldn't leave me alone, so I decided to try my hand at posting this. I'm hoping that my characters will be entertaining enough that everyone will still enjoy this story despite all the other ones out there. I do promise they won't be Mary Sues, and the contrast between modern girls and the dwarves are just too fun not to do. That being said, this is also not a story for anyone who doesn't like swearing, smut, or sexual innuendos, because all those things are going to happen. You've been warned! Also, for the purposes of this story, I'm going to pretend that the movies and books are the same, though my events will probably be a mash-up of both. And I know the movies and books are obviously quite different, but it just makes more sense for the way I'm going to tell the story. Anyway, I hope people actually enjoy this, if not, it's good practice for me if nothing else! Just as an extra note, due to my busy work schedule and other projects I'm working on, updates might be infrequent, but I'll try to do at least once a month. And reviews are always good encouragement ;)!_

 _Disclaimer: I don't own any characters or events you recognize from the Hobbit movies/books, just my OCs!_

Chapter One: Tell Me You See That Too

"Lily!" The cry was torn from Alison's mouth as she abruptly awakened, sitting straight up in her panic for her cousin. She blinked in confusion as the sight that met her eyes was not the one she'd expected.

The last thing she remembered was the truck that had run the stop sign, emerging from the side of the highway and slamming into the passenger side of her car, where Lily had been sitting as they drove to the city for a day of shopping. All she could remember hearing was the horrible sound of steel and glass crumbling beneath the onslaught of the truck, of Lily screaming as the side of the car buckled in on her. And yet now, the sight that met her eyes was that of bright sunlight streaming through emerald leaves, dappling the grass in front of her with golden light.

She was sitting on the grass in a forest, not in the mangled remains of a ruined car. And though she felt sore as she shook her limbs out experimentally, she didn't feel any major injuries, just as though she'd had a particularly hard day at the gym. "Well, fuck. Is this heaven or something?"

"Well if it is, you shouldn't be here, potty mouth," an all-too-familiar voice came from her left.

Alison whipped around to see Lily smiling at her from a few feet away, where she also sat on the grass, curly brown hair cascading over her shoulders, brown eyes glinting with mirth. She looked completely normal and unharmed. "Lil!" Alison exclaimed, launching herself across the distance and tackling her cousin to the ground. "You're okay!"

"Get off, Ali!" Lily gasped with laughter, shoving at her, and Alison willingly sat back, her mind humming with relief to see her cousin safe. "Why wouldn't I be okay?"

Alison frowned, studying her cousin, but could see only confusion lining her face. "What do you remember?"

Lily shrugged. "I remember you picking me up from Mom's so we could go shopping, and –" her brow furrowed as she clearly struggled to recall any other details before giving up. "That's it, before I woke up here. And I don't think this is heaven, but I have no idea how we got here. Where's your car?"

Alison shook her head. "I don't know." Not only could she not see the highway or her car anywhere nearby, she couldn't hear the sound of rushing traffic or even of people. There was only the sound of birdsong and the rustling leaves about them. How could they have possibly ended up going from a car accident to being unharmed in the middle of a forest? Even knowing it was terribly cliché, she couldn't help but pinch her arm just in case it was a very realistic dream or a coma or something. She winced in pain. Nope, definitely not a dream. "I guess we'd better look around and try to find the highway or a farm or something."

She got to her feet, shaking back her long red hair and wishing she had a hair-tie on her, but seeing no evidence of her purse or any of her things nearby, she gave up the idea as hopeless, brushing off her jeans with a sigh. She reached a hand down to Lily, pulling her to her feet, frowning as her cousin straightened to her full height. Alison might be the older of the two, but sometime during their teen years Lily had grown taller than her, and now stood a full three inches higher. It seemed somehow wrong to be both the oldest and the shortest, but she shrugged it off. "Come on, let's go."

Having no idea what else to do, Alison simply went straight forward from where they sat, hoping that eventually they'd hit a path or road or something. How big could this place be, after all? Lily followed obediently behind, used as always to the impulsive whims of her cousin.

It felt like forever before they finally did find a dusty trail winding its way through the trees, though it was probably only twenty minutes. Alison looked back and forth along the trail before shrugging. "How about we go left?"

"Are you sure that's the right way?" Lily asked doubtfully.

"Nope," Alison replied cheerfully before turning left and heading down the trail. Given they had no idea where they were, she didn't think it mattered much which way they went. Both ends of the trail had to lead somewhere, right? Lily sighed behind her, but the sound of her footsteps crushing a twig on the path indicated she was still following.

It was probably another twenty minutes before a person came in view around a bend in the trail several hundred yards ahead. Alison squinted. Now that looked like a wizard's hat – and a wizard's robe – and a wizard's staff. In fact, as near as she could tell from this distance, it looked like a ridiculously good cosplay of Gandalf the Grey. She halted dead in her tracks, Lily nearly running into her before she managed to sidestep and come up next to her. "Please tell me you see that too," Alison muttered.

"You mean Gandalf down there? Yeah, I see him," Lily answered. One of the things that made the two of them so close, besides their age and the fact that their mothers were sisters, was that they both liked the same things. In other words, they were both big geeks, fascinated with fantasy and sci-fi and horror books and shows, and they had both regularly been to the Comic Expo in the city in the last few years. Tolkien's works and the movies made from them numbered among their favourites, so it wasn't hard for them to recognize the costume.

Although, damn was it a good costume, Alison thought as the wizard drew closer. It would easily have won first place at the Expo's costume contest, for as the man drew close enough for her to see him better, she could tell that the long grey hair and beard were not fake at all. In fact, he looked terrifyingly like Ian McKellen as Gandalf in the movies. "Okay, what the fuck, Lil? That seriously looks like the real deal – like Sir Ian is just strolling down a forest path dressed as Gandalf," she whispered to her cousin.

She glanced over at Lily, who was frowning as she squinted at the man in question. "Yeah, it does," she whispered back, "but that's impossible. I mean, we're in rural Canada, not England. There's no way he'd be wandering around here. Must just be a look-alike."

By this point, the wizard was only about twenty feet away, and he called out cheerfully, "At last, my dears, you have arrived! I am pleased to see that it worked so well!"

Shit, he even _sounded_ like the real deal, Alison thought in alarm. This was seriously freaky stuff! And what was he talking about? It sounded like he'd been expecting them. He stopped a few feet away, beaming at them in a friendly old man manner, looking even more like he'd stepped right off the set of the Hobbit movies into their lives. "Um, what are you talking about?" she asked at last when he said nothing further. "And who are you?"

"Of course, how rude of me. It seems I have completely forgotten my manners!" The wizard swept them a courtly bow before straightening up. "I am Gandalf the Grey."

Alison snorted. "Yeah right, dude. Good one. It's a terrific costume, I'll grant you, but you do know the Expo was last month, right? And not in the middle of the forest?"

"I am afraid I have no idea what you are referring to," 'Gandalf' replied pleasantly. "Though I do realize that finding yourself here must come as quite a shock, Miss Alison, Miss Lilith."

Lily gasped and Alison paled. How did he know their names? Even if he'd been listening in on their conversation somehow when they woke up, or following them around, no one called Lily by her full name anymore, and hadn't in years. "Okay, just who the hell are you?" she snarled, planting her hands on her hips. "Have you been spying on us or something?"

"Well, in a manner of speaking, I suppose I have," the wizard replied, "though not, I think, in the way you fear. What is the last thing you remember?"

"We – we were in Ali's car," Lily stammered, sounding as though she were in shock, "and that's all I can remember. We must have blacked out or something and ended up out in the woods, but it – it doesn't really make sense . . ."

 _She should be dead. Lily should be dead._ Even if Alison had somehow survived that car crash, she knew there was no way that Lily should have. She'd been trying very hard not to think about it, trying to convince herself that the car crash was the weird dream and they'd forgotten that they'd gone hiking or something, but she couldn't shake the memory of the truck flying at them. Of Lily screaming, or the car crumbling. Lily obviously didn't remember it, and if she didn't, Alison didn't want her to, but she couldn't forget, and it had all been far too realistic. But then, how were they here? And where _was_ here?

The wizard nodded gently, almost as if he could read the thoughts flashing through Alison's mind. "And you, Miss Alison? What can you recall?"

 _Don't ask me to tell her. Don't ask me to tell her how I failed to protect her._ She'd been the one driving, as she always did because Lily had never learned how, and if they'd crashed, it was her fault. It was her fault that Lily should be dead. She didn't want to answer, but under that kindly blue-eyed gaze that was boring into her, she didn't feel as though she could lie. "There was a crash – a truck hit us. That's the last thing I can remember," she muttered.

"Indeed," the wizard nodded. "That was when I brought the two of you here – with some assistance, of course. Such a task is quite beyond my power alone."

"Wait." Lily clutched Alison's arm so tightly that she winced as Lily blurted out, "Are you saying we – we died or something? Or we were going to, and you – you're really Gandalf and you brought us to – are we in Middle Earth?!" Her voice had risen to a near shriek at the end, causing Alison to wince again.

"Of course we're not in Middle Earth and he's not really Gandalf. Don't be . . . ridiculous . . ." Alison trailed off as she saw that the wizard in question was smiling and nodding.

"I am afraid your cousin is quite correct, Miss Alison. You see, I needed help with an upcoming quest, for the visions I saw of the possible future did not contain the outcomes I had hoped for. After much consultation with those wiser than I, I discovered two people that I believed could provide the aid I sought." Alison's head was whirling and buzzing as Gandalf – was this really Gandalf?! – continued on, "It would destroy the balance of the worlds if I was to transport someone here whose fates lay elsewhere, so I required the aid of those who no longer had a fate to change. And of the possible people I could bring, the most hopeful outcome appeared to lie with the two of you. And so, I have brought the both of you here, in the hopes that you will agree to aid me on this venture."

Alison suddenly felt very faint, as though she might tumble to the ground at any moment, and Lily's grip on her arm had only grown tighter. "You mean – are you saying – that we were dead? And you could only bring dead people here to help?" This was ridiculous, she thought helplessly. This was definitely a dream, or a coma or something, and she'd just not pinched herself hard enough earlier.

"Not precisely," Gandalf said with another kindly smile, seeming to notice how much in shock they both were. "You were about to die, and I brought you here in the moments before your death. With the help of the Lady Galadriel and others, I was able to heal you both of the wounds your body had suffered, as well as give you forms more fitting to your new fates on Middle Earth."

 _Forms more fitting . . .?_ It took Alison a moment to realize what he was talking about. It hadn't really crossed her mind before, because she didn't know how tall Gandalf was supposed to be, or really if this man was Gandalf, but he was nearly a full two feet taller than her. Had she shrunk somehow? She hadn't noticed before now, as Lily was still the few inches taller than her that she'd always been. "What – what forms?" she managed, even as she told herself this couldn't be happening.

"Why, my dear, I have made you and Miss Lilith half of the race of Dwarves, and half of the race of Men. Were you solely of the race of Men, Thorin would have been far too suspicious of you, and if you were solely of the race of Dwarves, I feared it would be too much of a shock for you both. This appeared to be the best solution for all involved." Gandalf seemed quite proud of himself, giving a little thump of his staff on the dusty trail as if to emphasize his point.

"Thorin . . . this can't be happening, this can't be happening . . . " Lily was babbling next to Alison, who was similarly frozen in disbelief.

If she could possibly believe anything that was going on, then Gandalf had brought them to Middle Earth to help the dwarves re-take Erebor, or else there would have been no reason to refer to Thorin or to make them half-Dwarf. Yet none of it could be possible. She'd finally cracked and gone crazy. Or it was a coma dream. People dreamt up crazy things in comas, didn't they? "There's no way," she said firmly to Gandalf. "There's just no way this can be real. It's got to be some fucked-up dream I'm having."

"Ali," Lily hissed, squeezing her arm again. "Don't swear!"

Gandalf just smiled, seemingly not offended by her language, if indeed he even understood what she'd meant. "Well then, Miss Alison, if this is indeed all a dream, should you not enjoy it while you can?"

Alison paused, studying the smiling wizard. She hadn't really thought of it that way, but he had a point. If it was a dream, why not enjoy herself? She'd always wanted to go on an adventure, after all, and if she continued along with the dream, she'd get to meet bloody Thorin Oakenshield and his company before she woke up. "You know what, Gandalf? You're right. What the hell. What do you think, Lily?"

She turned to her cousin, who appeared to still be wide-eyed with shock, though she finally let go of Alison's arm. "I think if this was really a dream, it wouldn't be so real, and we wouldn't both be here," Lily muttered. "But either way, we don't know where we are, so what choice do we have?"

Alison chose to ignore Lily's logical answer, because nothing about this was logical, and instead grinned and nodded. "Okay, Gandalf, we're in. Lead the way!"

The wizard beamed at them. "Excellent. Then we must head back this way, for I believe it is best if you wait in the home of a friend of mine for the others to arrive. I presume that you have heard of Mr. Bilbo Baggins?"

Alison scrambled to keep up with Gandalf's long legs as he strode back down the path the way he'd come, and Lily followed along beside her as she nodded in answer. "Uh, Gandalf, if you know who we are, you know that we know everything that happens, right? And not just now, but later –"

Gandalf cut her off abruptly, his expression suddenly grave. "I do indeed. And I must ask that you keep this information to yourself, both of you. You must not tell anyone, not even myself, for the repercussions could be dire if you were to reveal too much. Or, should the wrong people discover the information you hold regarding the fate of Middle Earth, it could become disastrous for all involved."

Alison nodded. It made sense to keep everything they knew a secret, for if someone like Sauron or Saruman found out what she and Lily knew about the fate of the Ring or the War of the Ring, it could change everything. That is, if any of this was real, which of course it wasn't, she told herself. Still, best to play along if she wanted her coma dream to go nicely.

"Um, excuse me, Gandalf," Lily began quietly, "but you said you brought us here because you didn't like the outcome you saw. Doesn't that mean you already know what's going to happen?"

"I do not know everything, Miss Lilith," Gandalf answered gravely. "I have seen only a few visions of the possible outcomes, of the things that will be if we are unable to prevent them. I know only that even if this quest succeeds, the line of Durin may be wiped out, and I do not wish that to happen."

"So you want us to save them," Alison said bluntly. "Thorin and his nephews, I mean. That's why we're here?" Dreaming that we're here, she reminded herself firmly.

"Precisely. It is my hope that all of them might be saved," Gandalf hesitated slightly, glancing down at them with an unreadable expression before going on, "but if that is not possible, then I would ask that you save at least one of them, so that the line of Durin does not end entirely."

"To do that, we're going to have to go along on the quest to Erebor," Alison pointed out.

"And Thorin won't want us to come," Lily added. "I mean, we don't know how to fight."

Gandalf smiled serenely. "Then we shall have to convince him of your worth in other matters. Do not worry about Thorin Oakenshield. I shall convince him of the necessity of bringing you along. After all, Bilbo is no more a fighter than either of you."

He had a point there, Alison realized. Bilbo didn't know the first thing about fighting, and really at this point, didn't have a lot of skills to bring to the table. Whereas she had already thought of a couple of possible ways she could convince Thorin they could help. One was horribly cliché, of course, but she was still pretty positive it could work, and suddenly she couldn't wait to get to the Shire and meet the company of Thorin Oakenshield. Dream or no, this promised to be a lot of fun.

* * *

"I told you, Gandalf, I am not going on an adventure!" Bilbo had answered the perfectly round, green door of his hobbit hole, taken one look at Gandalf, and shaken his head vigorously.

Alison was holding in her internal fangirl squeal. Just as the Shire had looked precisely as it did in the movies, a gorgeous place overflowing with gardens, flowers, trees and hobbit holes, so too did Bilbo look the same; a riotous mass of golden curls above his rather cute face, annoyed as it looked now, wearing a white shirt tucked into tan pants with suspenders, his large hairy feet sticking out below. Kudos to Peter Jackson, really, she thought, because every detail was perfect so far.

"Actually, Bilbo, I have not come about that," Gandalf replied, sounding slightly annoyed. He stepped aside, gesturing to Alison and Lily who stood behind him; Alison waved slightly at Bilbo, who now just looked confused. "This is Miss Alison and Miss Lily Evans. They are friends of mine who are very far from home, and on their way here, were set upon by bandits. They only just managed to escape with their lives and the clothes on their backs, and now have no possessions or anywhere to stay. I had hoped that you might allow them to stay with you for a few days until I have found them somewhere else to go."

It wasn't going to be a few days, actually, for Gandalf had confided to them on the way here that the dwarves were arriving tonight. However, he didn't want Bilbo to know that, and had sworn them to secrecy, saying that Bilbo was unlikely to let the dwarves in if he knew what they had come for. Gandalf had also, along the way, decided on the bandit story to explain why they had absolutely nothing with them, and they had decided on several other aspects of their story as well. Alison just hoped that everybody - well Thorin mainly - actually bought their story.

"Please, Mr. Baggins?" Lily asked when Bilbo didn't reply right away. "We'd be really grateful, and we'll try not to be much trouble."

"We'll help with whatever we can," Alison added, giving him her best pleading look. "Cooking or cleaning or whatever you need."

Bilbo's face softened and he nodded. "Of course you can stay. I would not turn away anyone that truly needs help."

"Thank you." Alison smiled at him gratefully, already feeling a little guilty knowing they would have to lie to Bilbo, but it was for the best for everyone.

"Yes, most generous of you, Bilbo." Gandalf beamed at the hobbit, seemingly over his annoyance with him already. "I shall take my leave now, and I will return for the two of you when I have found somewhere for you to go." He nodded at the two of them, casting a wink their way before heading back down the path, leaving them with Bilbo.

Bilbo ushered them into his house, closing the door behind them, and Alison and Lily immediately set about praising the hobbit hole as he took them on a tour of it. It was partly a calculated move, because they both knew how much Bilbo loved his home, but it wasn't hard to be sincere in their praise. It _was_ a wonderful, cozy and homey place, warm and inviting with the sunny yellow of its walls and the rich tones of its wood furniture. It wasn't hard for them to be friendly to Bilbo, either, for when he led them into his impressive library, the girls quickly bonded with Bilbo over their mutual love of reading. What surprised Alison the most as they spent the afternoon chatting with Bilbo was how funny and sassy he could be here in the comfort of his home, away from Gandalf and the dwarves; it was an aspect of his character she hadn't known much about, but she really liked it.

When the sun began to go down, they helped Bilbo make a meal of fish, potatoes and other vegetables, though Lily urged him to make more than the three fish and handful of rolls he'd originally planned on making. "We might be hungrier than we expect," she explained hastily when Bilbo asked her why. "No harm in having leftovers, right?"

Bilbo promptly agreed, taking the explanation at face value, and Lily looked guiltily at Alison, who shrugged. It couldn't be helped.

The three of them had just sat down at the little table before the fireplace and begun to eat when the doorbell rang. "Now who could that be?" Bilbo stood up, looking curiously at the two of them. Alison shrugged in answer, and Lily kept her eyes fixed on her plate. "Perhaps Gandalf has come back with some news for you already?"

"Maybe," Alison agreed, though she knew perfectly well who it was at the door. Bilbo went out into the entryway to answer the door, and they soon heard the deep voice of Dwalin announcing himself.

"Should we go help?" Lily muttered as they heard Bilbo answering in confusion.

"Nope." Alison cut off another bite of fish. "I don't know about you, but I'm going to finish this food before Dwalin tries to steal it."

As if on cue, they heard Dwalin say, "He said there'd be food and lots of it," and he entered the room, stopping short for a minute when he saw them. He looked briefly confused before shrugging and evidently deciding to ignore them, sitting down in the spot Bilbo had vacated as the poor hobbit followed him, cloak in hand, stammering, "He – he said? Who said?"

Dwalin ignored him, digging into the plate of food Bilbo had made up for himself, and Bilbo looked at Alison and Lily, clearly confused as to what he should do. "Do you know him?" Bilbo asked helplessly.

They both shook their heads at him, which was technically the truth, Alison justified to herself. They only knew of Dwalin, they'd never actually met him. And, she thought, stealing a glance at the bald, tattooed dwarf as he noisily devoured the food on his plate, he was even more intimidating in person than she would have expected. Bilbo looked on in mild horror as Dwalin finished off the entire plate and asked for more, which the hobbit reluctantly handed over, both the extra two pieces of fish they'd made and the entire basket of rolls, though not before keeping a couple of rolls for himself.

"It's just I wasn't expecting any more company," Bilbo tried after handing over the food, but was interrupted by the doorbell again.

Dwalin looked at him coolly. "That'll be the door."

Alison started eating a little faster, wanting to be done before the other dwarves got there and took all the food. The fact that it tasted so real was a little unnerving for her, however. She'd still been trying to operate on the assumption that this was all merely a fantastic dream, but she couldn't recall any dream she'd had where she'd actually tasted food. She pushed the thought down firmly; if she was somehow wrong about these crazy circumstances of theirs being a dream, she wasn't nearly ready to deal with the implications of that thought.

Balin, the elderly white-haired dwarf, soon entered the kitchen, joyfully greeting Dwalin, who'd already finished the extra food Bilbo had given him and was demolishing the contents of the cookie jar. The crack of their heads made Alison wince in sympathy as she finally finished her food and looked over to Lily, who was watching Bilbo with guilt as the hobbit followed the dwarves over to the pantry, trying to convince them they were in the wrong place.

"Man, Ali, I feel so bad," Lily hissed. "We should do something to help Bilbo."

"Like what?" Alison asked reasonably. They couldn't very well kick the dwarves out, and they'd promised Gandalf they wouldn't tell Bilbo what they were doing here. Besides, it wasn't like Bilbo was in danger or anything. "He'll live."

"Well, yes, but –" Lily was cut off by the doorbell ringing again, and Alison grinned as she remembered who was coming next.

She hopped out of her seat, pulling Lily to her feet. "Come on, Lil, I want to see these two." Lily sighed, but she followed Alison without protest.

Alison halted at the door into the entry hall, Lily next to her, just as Bilbo opened the door to reveal Thorin's nephews. "Thank you, Jesus," Alison muttered as she got her first look at them. She'd expected them to be good-looking, given that everyone she'd met so far had matched their movie counterparts, but if anything, Fili and Kili were even hotter in person, much to her delight.

Lily sighed, obviously recognizing the look on Alison's face. "Down, girl," she whispered.

"Why? Gandalf said we should enjoy ourselves, and that, Lil, is fun," Alison said, pointing to the brothers as they bowed in unison to Bilbo. _Not to mention bloody sex on a stick,_ she thought to herself, taking in Fili's confident smirk just before Bilbo tried to close the door on the brothers.

"No, it's a bad idea," Lily retorted, but when Alison merely smiled serenely at her, Lily tossed up her hands in defeat. "Kili, then?"

"No, I think Fili actually," Alison mused, watching as the brothers shoved their way past Bilbo. She glanced over at Lily, who looked surprised, and Alison could only shrug in response. It was true, she normally preferred dark-haired guys without facial hair, or stubble at most, which fit Kili perfectly, but for some reason, Fili kept drawing her attention.

His wild mane of golden hair and braided moustache and beard were pretty much the opposite of what she would have said she preferred prior to now, but damn if he wasn't gorgeous as he swaggered in, dropping his swords in Bilbo's arms and proceeding to pull out daggers from pretty much everywhere. Yes, Alison decided, she was going to find out where he hid every single one of those. "You can have Kili," she whispered to her cousin.

"I don't _want_ –" Lily's hissed denial was interrupted by Kili himself, as the sharp-eyed archer finally spotted them in the doorway as he was admiring Bilbo's house. His face erupted in a grin as he called over his shoulder, "Brother!" before darting over to the two girls.

"Kili, at your service," he declared, bowing low before them, straightening up quickly and winking at Lily, much to Alison's amusement as her cousin blushed. "Are you relatives of Mr. Boggins?"

"Baggins," Lily corrected automatically. "His name is Bilbo Baggins."

"And no," Alison supplied as Fili promptly joined his brother, giving her a once-over with his startlingly blue eyes that she thoroughly enjoyed as she smiled back at him, doing the same. "We're friends of Gandalf, and Bilbo is kindly letting us stay here for a few days."

"We did not expect to see such lovely ladies at this meeting, did we, Kee?" Fili asked, though his eyes had not left Alison yet.

"No, brother, we did not, but I cannot say I am unhappy about our sudden good fortune," Kili answered, smiling at a still-blushing Lily.

"Nor am I," Fili agreed, before sweeping Alison a deep bow. "Fili, at your service."

 _Oh, I certainly hope so._ "I'm Alison," she replied, sticking her hand out for him to shake. She didn't think a bow would be appropriate, and she certainly wasn't going to curtsey in jeans and a t-shirt. "It's nice to meet you."

She shouldn't have been surprised at what Fili did next, but she was, mostly because it was just so . . . _cliché_. And yet, she couldn't deny that when he took her hand gently in his own and brought it to his lips, that it gave her full-on butterflies and tingles, especially when he let his lips linger for a long moment, his eyes hot on hers. Yes, she was most definitely going to enjoy this, though the very realistic feel of his rough hand and warm lips gave her even more doubts that this was a dream. She would have to talk to Gandalf later, but for now, she refused to spoil her fun with thoughts of reality, she decided as Fili straightened up, slowly releasing her hand.

"The pleasure is all mine," he told her, his voice a deep rumble that only increased her tingles.

"We'll see," she replied, her tone laden with suggestion, and his eyebrows shot up before he grinned, his blue eyes twinkling with enjoyment.

He was just opening his mouth to say something in reply when Dwalin's voice boomed out from the pantry. "Fili! Kili! Stop flirting with the lasses and come give us a hand!"

"Mr. Dwalin!" Kili exclaimed, looking torn as he glanced between Lily and Dwalin, who stood in the doorway of the pantry now, arms crossed as he stared at the brothers. Kili glanced back at Lily, saying quickly, "It was a pleasure to meet you," before he scurried over to Dwalin, who wrapped a burly arm around his shoulders, pulling him over to the dining room.

Fili had glanced over his shoulder, and now looked back at Alison regretfully. "I am afraid I must go help my brother and Dwalin, Miss Alison."

"Just Alison, please," she replied with an internal sigh. _Fun later, it would seem._ "And don't worry about it, we'll talk later."

"Aye, lass, we will," he promised, giving her one more heated look that she returned before he followed after Kili.

"What is going on?" Bilbo lamented, placing Fili's weapons down on the glory box Kili would have wiped his feet on had he not spotted Lily first, Alison thought with a wry grin.

"It'll be all right, Bilbo," Lily told him quietly, placing a comforting hand on his shoulder, though she still looked red-faced.

"Yeah Bilbo, don't worry so much," Alison added, feeling a bit guilty again at the distressed look on Bilbo's face, while she had just enjoyed the hell out of herself.

"How am I meant to not worry?" Bilbo exclaimed. "Dwarves keep invading my home – and what are they doing with that table?!"

Alison glanced behind her, following Bilbo's gaze to where Fili and Kili were helping Dwalin and Balin move a large table into another room, showing an impressive display of muscles. _Now if only he was shirtless._ "Well, it kind of looks like they're getting ready for more people," she offered reluctantly; she could practically see the steam coming out of Bilbo's ears.

"More?" Bilbo cried. "Just how many more could there be?"

The doorbell rang as if in answer, and Bilbo stormed towards the door, shouting as he went, "No, there's nobody home! Go away and bother somebody else!"

"Oh, there's only about eight more," Lily muttered as Bilbo reached the door, before she turned to Alison and hissed, "Kili kissed my hand!"

"Did he now?" Alison grinned at her. "I was a bit busy myself and missed it. What did you do?"

"I don't know!" Lily moaned, burying her face in her hands. "I can't even remember, but it was probably really embarrassing! I've never had a guy kiss my hand before!"

"Can't say I have either," Alison mused. "Though I can see why it became a cliché, because _damn._ "

"No! No damn!" Lily exclaimed, looking slightly panicked. "You must have realized by now this isn't a dream, and it would be a seriously bad idea to get involved with them – with him!" she corrected hastily, making Alison smile to herself. _She doesn't want Kili, huh?_

"Now Lil, calm down," Alison said soothingly, wrapping an arm around her shoulders. "I never said I was getting involved, I said I was going to enjoy myself. Big difference. But you're right, we definitely need to talk to Gandalf."

As if on cue, there was a thud as Bilbo opened the door and the other dwarves, minus Thorin, tumbled into the room, with Gandalf standing behind them. "Gandalf," Bilbo said with a sigh.


	2. Can We Go Back?

_A/N: Hey everybody, here's a new chapter! I am going to try my best for monthly updates at the very latest, possibly every few weeks, we'll see how things go. Another thing I forgot to mention before is that there will be chapters from Fili's POV as well, or at least parts of chapters, starting with the next chapter. I may also do some from Kili and Lily's POVs, though I haven't fully decided on that yet. Anyway, hope you all enjoyed the first chapter and will enjoy this one as well!_

 _Thanks to everybody who's favorited and followed so far, I'm really glad you all like it! Also thanks to my anonymous guest reviewer, this will definitely be fun :)._

 _Again, don't read this story if you have anything against swearing or the lemons that will occur in the future._

 _Disclaimer: I don't own the Hobbit, either movies or books, just my characters and the rest of this story!_

Chapter 2: Can We Go Back?

"You lied to us, Gandalf," Alison hissed. As soon as they could, the two of them had pulled Gandalf off into Bilbo's study to talk, leaving the dwarves to destroy Bilbo's pantry and leaving Bilbo alone to try to stop them. Alison couldn't care less at the moment, however, for it was rapidly becoming clear that this _wasn't_ a dream, and that was far too frightening for her to contemplate. "You said this was a dream!"

Gandalf frowned at her, looking stern. "I did not lie to you, Miss Alison. As you may recall, I simply stated that if this was indeed a dream, you should enjoy yourself. You did not seem willing to accept the reality of your situation, and I had little time to waste."

Alison gaped at him, her mind quickly flicking back to their earlier conversation and realizing he was right; he hadn't ever come right out and said it was a dream. She'd just been willing to go along with it, and had only heard what she'd wanted to hear. Bloody hell! Then, that meant . . . _No. No!_

"Then . . . we really _are_ dead," Lily said quietly, looking pale as she sank down into one of Bilbo's overstuffed armchairs, echoing Alison's thoughts. "And we really are here in Middle Earth. But, Gandalf, how is this possible? This is all just a story, made up by JRR Tolkien and made into movies by Peter Jackson. How can we really be here if it's not real?!"

"I assure you, Miss Lilith, it is very real," Gandalf replied gravely. "It is not a story made up by this Mr. Tolkien of yours at all, as you must have realized by now. This Mr. Tolkien was simply gifted with glimpses, visions of this world, that he chose to make into works of fiction in your world. But all of the events he recorded are – and will be – very real."

"And what about the movies?" Alison demanded, trying to make some sense out of all of this crazy shit, and trying very hard to focus on anything but the thoughts of what their deaths in their own world would mean. "How did Peter Jackson get all of the details oh-so-bloody perfect? Because you look identical to the movie, and so does Bilbo and all of those dwarves out there!"

"Your Mr. Jackson was much the same," Gandalf explained, apparently choosing to ignore the angry edge to her voice. "When he spent so much time focusing on those stories and their events, he was given glimpses into our world as well, allowing him to accurately re-create the details of those events and the people involved. Sometimes travel between our worlds or other worlds is possible, especially when aided by magic, as your trip here was; sometimes one is merely allowed to view another world through a crack, as it were. A person may deal with those glimpses however they choose; most often they are viewed simply as imagination, and turned into stories. Sometimes, a story may just be a story; other times, as in the case of your Mr. Tolkien and many other authors of your world, it is a recording of very real events in other worlds. And yes," he continued, obviously knowing the question that was on Alison's mind now, "your world has been written about in other worlds as well."

 _God only knows why._ Alison considered Gandalf's explanation; crazy as it was, it did make a certain amount of sense when she thought it through. Which meant Middle Earth _was_ actually real, and they were really here, in Bilbo's house, at the start of the quest for Erebor. And everything she'd seen in the movies and read in the books was really, honestly going to happen, right down to the dragon and the danger to life and limb. She might have thought she wanted an adventure, but being faced with it now, and with the thought of being dead in her own world and all that might mean, was downright terrifying. Lily, as if thinking the same thing, reached out and gripped her hand tightly, looking panicked. "Gandalf, can we go back?" Alison asked softly, pleading with the wizard to say yes.

He shook his head, looking very sombre as he met their eyes. "I am afraid you cannot. Both of you are, for all intents and purposes, deceased in your own world. Your family members have already begun to grieve your deaths, left with the illusions that are your bodies in that world. To send you back now would destroy the balance of the universe, which could bring about the destruction of all the worlds. It is simply not possible. I am very sorry."

Tears were streaming down Lily's face now as she gripped Alison's hand tightly; Alison firmly and angrily pushed her own tears - and terror - down. She would deal with how she felt later; she refused to cry in front of anyone if she could help it, and there was far too much to do right now, and too much she still needed to understand. "But we're not dead here?" she asked, frowning as she gently squeezed Lily's hand in return.

"You are not," Gandalf confirmed. "Here in Arda, you have both been granted a second chance to live out your lives. However, if you do not wish to assist in the quest for Erebor, I will not force you. The decision is entirely your own; you are not obligated to help simply because I brought you here. I am afraid you must decide quickly, however. Thorin will be here soon; I will give you a moment alone to make your final decision." So saying, he walked out of the room, leaving both girls shell-shocked in his wake.

Lily swiped at the tears on her face, having let go of Alison's hand, and took deep breaths before looking up. "Ali, if we can't go back, that means – "

Alison held up a hand to interrupt her. "I know what it means, Lil." It meant they would never see their family, their friends, or their home, ever again. But it was something she simply refused to think of right now; the thought of everyone and everything they'd left behind was too much for her to contemplate without breaking down, and they didn't have time for that right now. "It means we need to decide what we're going to do. All of this is very real, which means the dragon and all the other dangerous parts are real too. What do you want to do? We can stay here, or go somewhere else; we don't have to help. Gandalf said so."

Lily took a deep breath, running her hands through her hair, and appeared to be deep in thought for a long moment before she finally said, "I want to help. I know it's going to be dangerous, but since it's real, it means _they're_ real – and they're really going to die."

 _They're really going to die._ Kili, with his brash eagerness and bright smile; Fili, with his loyalty to his brother and his heated blue eyes; and Thorin, the leader who had fought so hard for a life for his people, even through all the tragedy that had befallen him. They would all die. _Just like he died, and I couldn't do anything to stop it._ Alison bit her lip hard, swallowing the tears that were forming a lump in her throat. She might not have been able to do anything about Chris, but if Gandalf was right, she _could_ do something about Fili, Kili, and Thorin. Even when she had only thought them fictional characters, she had never liked their deaths; how much worse would that feeling be now that she knew they were real people, with real hopes and dreams? She would never be able to live with herself if she didn't at least try to help, and it wasn't like she had any other purpose in life now. Terrifying as the thought might be, she had to help. She had to go on this quest and try to save them, and hopefully not get herself, or more importantly, Lily, killed in the process.

She nodded firmly, meeting Lily's eyes. "You're right. They're really in trouble, and we might really be able to help them. So let's do it. Let's go on this quest, and let's do everything we can to save them."

She turned to leave the room and rejoin the others, but Lily grabbed her arm. "Wait, Ali."

Alison turned back, frowning as she looked at Lily, who had finally stood up from the chair. "What is it?"

"Now that you know this is all real, you must realize it's a bad idea," Lily replied firmly.

"What's a bad idea?" Alison asked, though she knew perfectly well what Lily meant.

"Your 'fun' with Fili," Lily retorted with a roll of her eyes. "He's a real guy, Ali, and I don't want to see you get hurt if you get involved with him and we can't save him. I don't want to see you go through something like that ever again."

"And you won't. I told you, I'm not going to get involved, just have some fun. You know I don't _do_ serious relationships, not anymore." _Not since Chris,_ was what she didn't add, but she knew Lily heard the unspoken words all the same. "This is just going to be a fun little fling, and the fact that he's real just makes it that much better."

Lily sighed, shaking her head. "So maybe you can keep your feelings out of it, but what if Fili can't? How would that be fair to him?"

"Come on," Alison snorted. "You don't actually think he's going to take this seriously, do you? He's a future king, heir to the line of Durin and all that. Here, I'm nothing but a – a half-breed and a commoner. Not the sort of girl that a prince would have a serious relationship with."

"You're assuming he'll think of it that way. What if he doesn't?" Lily demanded.

Alison shrugged. "Then I'll explain to him before this goes anywhere that it's going to be nothing but a fling. And if he doesn't think he can do that, then I'll back off. But please, Lil, can you just leave this alone? I need something to distract me from . . ." she took an unsteady breath, forcing her feelings down again, ". . . from everything we've lost. Can you just let me have this?"

Lily studied her closely. "If you really think this is what you want, that this will make you feel better, then yes, I'll leave it alone. I just don't want you – or Fili, for that matter – getting hurt."

"And we won't, I swear," Alison promised. "If it looks like things are getting serious, I'll put the brakes on. But this is what I want."

"Then fine," Lily said with a nod. "I'll let you do what you want, but I still think it's a bad idea."

"Your objection is duly noted, cuz," Alison replied with a grin, slapping her on the back. Lily had always been the cautious one, ever since they were kids, but Alison had almost always been able to talk her into going along with whatever she objected to.

"Sister, remember?" Lily whispered, glancing to the door. "We're supposed to be sisters here, and we have to remember to keep our stories straight."

"Oh, right." Alison nodded, remembering the story that Gandalf had come up with; he had thought it would be best if they posed as sisters, born to a dwarven father and human mother, saying that it would be more likely than half-dwarf cousins, both born to a dwarf and a human. One such pairing was rare enough; two would be virtually unheard of. The girls had assured him it would be easy enough to pose as sisters, as they were basically sisters in all but name. She would have to watch herself closely, however, to make sure she didn't slip up in front of the dwarves. "Let's go," she prompted Lily, heading for the door again.

They made their way out of the study and back into the main hall, just in time to see Thorin circling Bilbo in the hallway, saying wryly, "He looks more like a grocer than a burglar." He looked to the other dwarves in the hallway, who all laughed at his words, making Bilbo frown.

Alison noted that Thorin, too, looked just as she'd expected; long, dark hair, a short beard, both woven with braids, and an intense look in his eyes that was surprisingly intimidating. He wore a dark tunic with an elaborate belt and mail beneath; his gaze swung to them as soon as they entered the hall, spotting them almost immediately, just as Kili had done. "Who might the two of you be?" His tone was even, his expression unreadable, and Alison couldn't decide if he was pissed the two of them were here for his secret meeting or not.

"Ah, excellent," Gandalf exclaimed, making his way towards them. He cast them a quick, questioning glance and Alison nodded in reply, causing the wizard to beam before he turned back to Thorin. "As it happens, Thorin, I have found two more companions who might aid us in our quest."

"Quest?" Bilbo asked. "You're going on a quest?"

No one answered him, however, for Thorin said almost at the same time, "Women, Gandalf? What sort of aid can two women possibly provide?"

Alison bristled, about to tell him just where the hell he could shove his derisive tone, but Lily elbowed her sharply, cutting her words off as Gandalf replied mildly, "Far more than you might think, Thorin. Miss Lilith here is a seer; she has had visions of the quest that will be most helpful in determining the best course of action."

Thorin snorted. "A seer? You expect me to believe this woman has visions of the future?"

Alison glanced at Lily, silently telling her to let Thorin have it with a nod of her head. This had been part of their plan for showing their worth for the quest, and hopefully a way to change the outcome as well. Lily was to pose as a seer, to explain how they had so much knowledge of the quest and its outcomes; Alison was going to offer her help as a healer. Alison was a veterinary nurse, and while strictly speaking that meant she'd only trained in animal medicine, a bleeding wound was a bleeding wound no matter the species, and many other principles were quite similar. The biggest problem was going to be the lack of modern medicine, but she'd learn from Oin what passed for antibiotics and pain medications here. She'd always been a fast learner, and they were going to help in any other way they could, as well. Lily's role as a seer, however, was likely going to be the deciding factor. Alison just hoped she could convince Thorin.

"And why not, Thorin Oakenshield?" Lily demanded, taking a few steps forward. "You believed Oin when he read the portents to you, the portents that say now is the time to reclaim Erebor from Smaug, to take back your birthright. Why do you find it so hard to believe that others can see your future? Should I convince you by telling you I already know the outcome of your meeting in Ered Luin?"

Thorin glared at her, taking a few steps forward as well, anger burning from his gaze. "You cannot possibly know that; I have yet to tell anyone of the outcome."

"No?" Lily raised her eyebrows, and Alison stifled a grin, impressed with the act she was putting on; she'd clearly been as annoyed as Alison had been by Thorin's dismissal of them. "So I couldn't know that the envoys from all seven kingdoms were there, and that they all refused to help? That Dain and the dwarves from the Iron Hills won't come? That they say this quest is yours and yours alone?"

Thorin's eyes flared briefly with alarm and surprise before anger descended again, and he stalked towards Lily. Gandalf, however, quickly stepped between the two just as Thorin shouted, "You have been spying on me!"

"Do not be ridiculous, Thorin," Gandalf said coldly, before Alison could leap to Lily's defense. "They have been with me ever since they arrived in this land, save for a few hours here at Bilbo's home; they could not possibly have been spying on you. It is merely as I told you; Miss Lilith here has been plagued with visions of your quest, and so they journeyed here from their home, far away, to help."

"And just who are they, Gandalf?" Thorin demanded. "And why do they dress in such an odd fashion?"

Alison wanted very badly to tell him they could speak for themselves, but Gandalf had been quite specific about letting him handle the introductions and letting him convince Thorin, so she kept her mouth shut, glancing down at her jeans and T-shirt and wondering if they were really that bad, as the wizard replied smoothly, "They are friends of mine, Thorin. I have known their family for quite some time now, as I have known Bilbo's family. They are Miss Lilith and Miss Alison Evans, born to a dwarven father and a human mother, and as their father did not teach them anything of their dwarven heritage, they had hoped to learn in exchange for aiding you on this quest. And, of course, Miss Lilith hopes that if she aids you, she will no longer be plagued by visions of your company and your quest. As for their choice of clothing, they come from a very isolated community far to the north, which has very different customs and habits."

Thorin appeared to be contemplating Gandalf's words before his gaze swung to Alison, who did her best not to shrink from the sudden intensity of his stare, straightening her back up and squaring her shoulders. "And you, girl. If your sister is a seer, as she says, how will you aid our quest?"

"I have some skill as a healer," Alison returned evenly. "And I am willing to learn everything I can of your healer's methods, as well. We'll do anything we can to help; cooking, sewing, gathering firewood, whatever you ask."

"I expect you do not know how to fight?" Thorin asked levelly.

"No," Alison admitted reluctantly, "but we're willing to learn that too. And we don't expect anyone to be responsible for our safety. We know how dangerous this will be, and we know we can die, and we won't blame anyone if that happens."

"We can teach them to fight, Uncle," Kili offered, and Thorin glanced sharply over at his nephews, his gaze softening slightly. Alison looked over at them too; she'd almost totally forgotten about their audience. All of the dwarves were watching the exchange with fascination, curiosity, and some with open skepticism or even suspicion, in Dwalin's case. Fili looked to be both curious and slightly amused, while Kili just looked eager and excited; Thorin nodded slightly at his nephew before he swung his gaze back to Alison and Lily. "And just why would you willingly put yourselves in danger to aid in our quest?"

"Because we want to help, and we can," Lily replied firmly.

"And you need it," Alison added. "And we don't want anybody to die; if we can stop that, we will."

She thought she saw surprise in Thorin's gaze before he glanced quickly over at the other dwarves again and back to them. "And what of your father, or your husbands? What do they have to say of this?"

Alison rolled her eyes, completely unable to stop herself. "We don't have husbands, and our father is proud of us for wanting to help," she retorted when she could manage a sentence without swearing at Thorin. _Or he would be, if he knew anything about it._ Her father would be proud, anyway; Lily's father wasn't really in the picture anymore, so she had no idea what he would have thought, or if he would even care.

Thorin looked up at Gandalf. "And you are certain, Gandalf, that we can trust them?"

"Quite certain, or I would not have brought them here in the first place," Gandalf answered, the slight edge in his tone indicating he was losing his patience. "And it would be most unwise to turn down help so freely offered, Thorin Oakenshield."

The two men stared at one another for a long moment before Thorin finally nodded. "Very well, they may come if they wish. Now let us get started." He turned and walked towards the other dwarves, Dwalin showing him the way to the table the others had recently cleared off, though it looked like they'd at least saved some for Thorin.

Alison and Lily followed the dwarves and Gandalf, who had beamed at them as if to say he was quite proud of their performance; Bilbo trailed along at Alison's other side, looking flabbergasted. "What is going on?" Bilbo hissed. "These dwarves are going on a quest? And you're going with them?"

"Don't worry, Bilbo," Alison whispered to him as the dwarves all began to seat themselves around the table, while Thorin sat at the head with a plate of food in front of him, which he quickly began to tear into. "They're just about to explain everything, so just listen close, okay?"

Bilbo nodded, looking positively overwhelmed as Gandalf gestured to him, asking for a light which the hobbit scurried off to find. Meanwhile, Fili had approached Alison, giving her a quick bow again. "Miss Alison, I hope you do not mind, but my brother and I have saved seats for you and your sister." He pointed to the bench behind him, where Kili was patting the empty bench next to him, grinning widely at Lily, who was blushing again.

"Seriously, it's just Alison," Alison told him again firmly. "And no, we don't mind at all. Come on, Lil." She pushed Lily ahead of her, and Lily reluctantly took the seat next to Kili, while Alison sat down next to her, with Fili taking the last space at the end of the bench on Alison's left. Alison smiled to herself, quite pleased with the arrangement, for Fili was sitting far closer than was strictly necessary, his thigh brushing hers, giving her back those tingles and butterflies she hadn't felt in far too long.

"My brother and I were most pleased to hear you and your sister would be joining us on our journey," Fili whispered in her ear, making her shiver a little in spite of herself. She could hear Kili peppering Lily with a barrage of questions about being a seer on her other side as Fili continued, "It would seem our good fortune continues, if we will be gifted with the presence of such lovely ladies on our way to Erebor."

 _Oh, you have no idea how lucky you're about to get._ She smiled up at Fili, surprised at how much she was affected by his words, for she almost felt like she wanted to blush at his compliment. "Flatterer," she teased him lightly, making him grin in reply as she added, "It's a shame your uncle doesn't agree."

"Oh, Uncle will come around," Fili murmured. He looked like he was about to say something further, but at that moment Bilbo returned with a lit candle, and Gandalf unfolded a map on the table, causing Fili to turn his attention back to the others.

Alison couldn't quite see the map from where she was on the opposite side of the table from Gandalf, but she knew it was _the_ map, showing Erebor and how to get back in. She didn't really bother to listen as the dwarves and Bilbo began to discuss the portents and Smaug, instead glancing around the table and studying all the dwarves as she made sure she still remembered who was who.

Her attention was abruptly diverted back to their conversation, however, when Fili banged his fist on the table next to her, declaring, "We may be few in number, but we are fighters, all of us, to the last Dwarf."

"And you forget," Kili added eagerly from the other side of Lily, "we have a Wizard in our company. Gandalf will have killed hundreds of dragons in his time."

Gandalf looked slightly alarmed as all the dwarves suddenly turned to stare at him, stammering around his pipe, "Oh, well, no. I wouldn't say –"

"How many, then?" Dori demanded, leaning forward to stare at Gandalf accusingly. "Well, how many dragons have you killed?"

An argument almost instantly erupted among the dwarves as Alison muttered to Lily, "I bet we've killed more dragons than Gandalf has."

Lily snorted, whispering back, "I think they mean _real_ dragons, Ali."

Alison grinned and shrugged, just as Thorin barked out something in Khuzdul that caused every dwarf in the room to shut up instantly, as though he'd flicked a switch. He stood up, staring down the table at all the dwarves as he said evenly, "If we have read these signs, do you not think others will have read them too? Rumors have begun to spread. The dragon, Smaug, has not been seen for 60 years. Eyes look east to the mountain, assessing . . . wondering, weighing the risk. Perhaps the vast wealth of our people now lies unprotected. Do we sit back while others claim what is rightfully ours? Or do we seize this chance to take back Erebor? Du-bekar! Du-bekar!"

Damn, Alison thought in wonder as the dwarves erupted into cheers. Thorin sure knew how to give a rousing speech, if nothing else. She half felt like cheering herself after he'd finished, and it wasn't even the first time she'd heard the speech, only the first time she'd heard him deliver it in person. Of course, Balin chose that moment to be the voice of reason, interrupting the cheering as he declared, "You forget, the Front Gate is sealed. There is no way into the mountain."

"That, my dear Balin, is not entirely true," Gandalf replied as he pulled out a large, elaborate key from his robes.

Thorin stared at the key, clear shock and awe printed across his face. "How came you by this?"

"It was given to me by your father. By Thrain. For safekeeping. It is yours now," Gandalf told Thorin as he handed the key over.

"If there is a key, there must be a door," Fili declared to the room at large.

Alison could barely suppress a snort at the obviousness of that statement, whispering in Lily's ear, "It's a good thing he's so pretty."

Lily elbowed her in the ribs even as she was unable to muffle a giggle herself, and soon both girls were trying to suppress giggles as Gandalf and the others continued to discuss the door that would get them into Erebor. Fili looked down at Alison curiously, and she was finally able to contain her giggles, smiling innocently up at him. He raised his eyebrows at her, but when she didn't say anything, he shrugged and turned his attention back to the others, who had begun to argue over Bilbo's burglar abilities.

"Me?" Bilbo exclaimed, sounding dumbfounded as all the dwarves were now staring at him. "NO. No, no, no. I'm not a burglar. I've never stolen a thing in my life."

Balin nodded at this response. "Well, I'm afraid I have to agree with Mr. Baggins. He's hardly burglar material."

"Aye, the Wild is no place for gentle folk – or women –" Dwalin added pointedly, staring at Alison and Lily, "who can neither fight nor fend for themselves."

Alison resisted the very childish urge to stick her tongue out at Dwalin or flip him off – or both – as the dwarves began arguing again, causing Gandalf to stand up. Darkness began to emanate from him along with a loud rumbling noise as he suddenly seemed to grow taller, filling the entire corner of the room as he boomed, "Enough! If I say Bilbo Baggins is a burglar, then a burglar he is."

The argument ceased abruptly as all the dwarves stared at him in alarm. Alison couldn't quite suppress her own alarm; again, she'd seen that part before, but it was ten times more intimidating in person, especially as she'd never seen anyone actually change their size in real life. Gandalf almost immediately reverted back to his normal size, however, now that all the dwarves had quieted down, and continued in a much calmer voice, "Hobbits are remarkably light on their feet. In fact, they can pass unseen by most, if they choose. And, while the dragon is accustomed to the smell of Dwarf, the scent of a Hobbit is all but unknown to him, which gives us a distinct advantage. You asked me to find the fourteenth member of this company and I have chosen Mr. Baggins. I have also chosen two more members that I believe will be most valuable, whatever your opinions might be," at this Gandalf glared pointedly at Dwalin, who nodded reluctantly before Gandalf went on, "There's a lot more to him – and to Miss Alison and Miss Lilith - than appearances suggest. And Bilbo has got a great deal more to offer than any of you know. Including himself." Gandalf switched his pointed stare to Thorin. "You must trust me on this."

Thorin, too, nodded reluctantly after a long moment. "Very well. We will do it your way." Thorin turned to Balin, waving his hand. "Give him the contract. And you will need to draw up two more for the women, as well."

Balin nodded as he stood up, declaring, "It's just the usual. Summary of out-of-pocket expenses, time required, remuneration, funeral arrangements, so forth." He handed the rolled-up contract to Thorin, who passed it to Bilbo.

Knowing what was about to happen next, Alison decided it would be a good time for her to interfere. She proceeded to climb over Fili out of her little corner, although she brushed up against him far more than was really necessary as she went over his lap. She felt more than heard the soft groan he gave as her breasts brushed against his chest, and the sound vibrating through her was enough to fire her own blood as she met his eyes, giving him a wicked grin and a wink as he stared down at her with lust blazing out of his eyes. Oh, this was _so_ going to be worth it, she thought as she finally stepped over him, hurrying over to Bilbo's kitchen as soon as she was out of the corner.

She came back with a rolled-up cloth soaked in cool water and a small stool just as Bilbo was bending over, gasping for breath as Bofur unhelpfully described Smaug in detail. "Sit down, Bilbo," she ordered him gently, pressing down on his shoulder and steering him to the stool.

He sat down willingly as she instructed him, "Put your head between your legs and take deep breaths. In through your nose, out through your mouth." She laid the cloth across the back of his neck as he did so, noticing that Fili had stood up and was letting Lily out of their corner as well.

"I'll go make him some tea," Lily said, and Alison nodded as Bilbo took deep breaths in and out, still clutching the contract in one hand. "And _you_ ," Alison added, glaring sternly at Bofur who was opening his mouth again, "need to stop being incredibly unhelpful, got it?"

Bofur grinned and nodded at her, his odd hat bobbing as he replied, "Aye, lass, I hear you."

Alison noticed that Gandalf was smiling at her approvingly as he stood up and came over to them, while Thorin had glanced questioningly at Oin, who nodded at him in return, looking appraisingly at her. Obviously he approved of her methods so far, she thought wryly.

"How are you feeling, Bilbo?" she asked him quietly.

He looked up at her, smiling sheepishly. "Better, I think. Thank you. I think I'd like to go sit in my study for a bit."

"Of course," Alison agreed, nodding. With Gandalf's help, she steered Bilbo, who was still a bit wobbly, into his study where he sank down into the chair Lily had sat in earlier. She sat down in a chair herself while Gandalf began to try to talk Bilbo into going with them on the quest.

Lily came in about midway through Gandalf's story about a Took creating golf, handing Bilbo a cup of tea on a saucer. He smiled at her in thanks as she came over to sit on the arm of Alison's chair, listening to the rest of Gandalf's rather embellished story. The two listened quietly to the conversation until Bilbo finally met Gandalf's gaze head-on and demanded, "Can you promise that I will come back?"

Gandalf hesitated for a moment before he replied reluctantly, "No. And if you do, you will not be the same."

"We can promise you'll come back," Lily piped up, and Alison glanced up at her in surprise before she nodded in agreement, smiling at Bilbo. "We'll keep an eye out for you. Lily will be able to see any danger before it comes."

Bilbo looked at them in surprise for a long moment, while Gandalf glared over the top of his head, before he finally shook his head. He had looked very tempted at their offer, but it obviously wasn't enough, Alison realized as Bilbo said quietly, "Thank you for the offer, I appreciate it. But it appears I am not as brave as the two of you." He looked up at Gandalf, adding, "Sorry, Gandalf, but I can't sign this. You've got the wrong Hobbit." With that, he stood up from his chair and walked out of the room.

Gandalf walked over to their chair, hissing quietly, "What did I tell you about revealing what you knew to others? You must be very careful not to reveal too much information to anyone!"

"We didn't say anything about what was going to happen," Alison protested.

"Only that we could see to it that he'd come back, but not how or what would happen along the way," Lily added. "We just wanted to give him a little reassurance before he came along."

Gandalf sighed, the anger fading from his expression. "I realize you meant well, but you must understand that it is very dangerous for a person to know too much of their own fate. You must only reveal the information you know in bits and pieces, and you cannot go telling someone whether they will live or die. Do you understand?"

"Yes, of course, Gandalf," Lily answered quickly, nodding. "We'll be more careful."

"Sorry, Gandalf," Alison added. "We'll watch what we say."

"See that you do," Gandalf replied before he swept from the room.

Lily hopped off the chair, sighing. "I'm going to get some tea for myself."

Alison stood up as well, waving her hand. "Go for it. I think I need something a little stronger."

They both left the study, Lily heading for the kitchen while Alison headed for the barrel of ale in an alcove off the hallway. She wasn't much of a beer fan, but it wasn't like she could ask for a shot of vodka here, anyway. And besides, ale and beer were at least a little different, weren't they? She was filling up a mug, her back to the rest of the hallway, when a voice said behind her, "How did you know Mr. Baggins was going to faint?"

"Oh, Jesus Christ!" She jumped in her shock, spilling half the mug of ale as she whirled around to see who was behind her. Fili stood there, looking down at her with another half-amused, half-curious expression, making her realize he was a few inches taller than her current short self as well. She hadn't even heard him coming; weren't dwarves supposed to be loud or something?! "God, Fili, could you try not to scare me half to death next time?"

"My apologies, Miss –" he began, hand over his heart, but when she raised her eyebrows, staring at him pointedly, he amended, "uh, just Alison, that is. I did not mean to startle you. But you did not answer my question. How did you know Mr. Baggins was going to faint? You came back with exactly what you needed to keep him from fainting."

 _Shit._ Trust Fili to be more observant than she'd expected, in spite of his Captain Obvious comment earlier. "He was already looking pretty sick," she improvised quickly. "And when the funeral arrangements part was mentioned, I thought he might start feeling faint and I should be prepared. That's all."

"Hmm." Fili studied her for a long moment, looking as if he didn't quite buy her explanation, and she realized she was going to have to be really careful about revealing how much she knew. Lily was supposed to be the seer, not her, so she'd have to be careful about keeping her own mouth shut – and not doing anything that would make it so obvious that she knew what was about to happen. Fortunately, Fili apparently decided not to press her further, for the next thing he said was, "I would like to thank you, as well."

She frowned, blinking in surprise. "Thank me? For what?"

"For agreeing to aid us, of course," Fili said simply, looking equally surprised. "We have asked many people for aid, and they have all refused, even our own kin, Dain. To have complete strangers offer their aid so readily is remarkable." He was looking at her with such admiration, it made her flush.

"It's nothing, really," she muttered, embarrassed as she found she couldn't quite meet his gaze.

"It is not 'nothing'." Fili's tone was firm as he lifted her chin gently with one calloused hand, forcing her to meet those startling blue eyes of his. "Not to myself, or any of the others. As I said, no one else has offered their help so freely. Why do you?"

"Because, like I said before . . ." she hesitated, trying to think of how best to explain herself. Why was it suddenly so hard to think? And shit, she wasn't going to tell him this, was she? But it seemed she was, as her mouth went on quite separately from her brain, "I . . . lost someone that meant a lot to me, before. I couldn't do anything about it. I wasn't even there when he died, so I couldn't help him. But I can help you, and the others." And she was just going to go ahead and quote Civil War on this, wasn't she? "And if I can help, but I don't, and bad things happen, then it's on me. That's all."

Fili's eyes were warm as he smiled at her. "You are a most unusual woman."

She shrugged. "Wouldn't be the first time that I've heard that. Does that bother you?"

He shook his head. "Not at all. I find myself rather enjoying it, actually. I . . . am sorry for your loss. Whatever happened, it must have been terrible."

"Yeah, well . . ." she gave a jerky shrug. She never liked to think about it, and she had no idea why she'd brought it up. "It was a while ago, now. Anyway, I need a drink." She turned back to the barrel, refilling the amount she'd spilled when he'd startled her, and turned back to find him still watching. She took a long swig, and tried very hard not to make a face as she discovered ale, in fact, was _worse_ than beer.

Apparently, she didn't succeed, for Fili started laughing. "The ale is not to your liking, I take it?" he managed after a moment.

She glared at the mug. "Guess not. But I need a drink, and beggars can't be choosers, right?"

"Dori had some wine he gave to Gandalf earlier," Fili suggested, still smiling.

"No, that would be worse," Alison said with a shudder. She'd never understood the appeal of wine, either.

"Then I suppose you do not have a choice," Fili agreed. "There was another reason I came to find you. I thought, perhaps, you might like to hear the song Uncle and the others are about to sing."

 _Oh, the song._ "Yeah, actually, I think I would." Alison nodded at him, before setting the mug down on the barrel, deciding she didn't really need a drink that much after all. "Lead the way."

She followed Fili into the living room, where Thorin stood at the fireplace, and only a few seconds after she and Fili had arrived, Kili appeared with Lily shortly behind him. Once Kili had walked past her, Alison gave Lily a teasing leer, causing Lily to swat her as she joined her in leaning against the wall.

Fili and Kili had gone to stand near their uncle, as he gazed into the fireplace with a sombre expression. All at once, he began to sing, a low, deep, haunting and mournful tune that wound its way around the room, giving Alison goosebumps as all of the other dwarves joined in on the song. It was beautiful, yet at the same time horribly sad, and as the song wound to a close, Alison could feel the tears she'd forced down earlier welling up in her again. She glanced over at Lily to see that a couple of tears had escaped her eyes, which Lily wiped at hastily again.

The brothers came over to them after the song was done, Kili asking as he approached, "What did you think?"

"I thought it might help you understand the quest better," Fili explained to Alison, looking a bit subdued now. "It was written about Erebor."

Alison nodded as Lily replied, "It was . . . lovely. You all sang really well."

"It was a great song," Alison managed around the lump in her throat, "and kind of . . . awful, too. I just mean it was really sad, and . . . I think we need to go to sleep now. I'm sorry." The lump didn't seem to be going away, and she'd be damned if she was going to cry in front of the dwarves.

"Of course," Fili said softly, nodding. "You should rest."

"We'll be leaving early in the morning," Kili added, though he was looking mostly at Lily. "Make sure you get up in time. We wouldn't want you to miss it."

"Aye," Fili agreed with his brother. "We look forward to your company on the quest."

"Thank you," Lily said, and Alison could only nod, not sure that she could manage words right now, before she followed Lily out of the room.

They found Bilbo right outside the door in the hallway. He'd obviously been listening too, for he looked as sad as Alison felt. He nodded at them. "I know exactly what you mean, about it being a great and awful song," he told Alison quietly. "Anyway, I'll show you to the guest room I mentioned earlier. You said you wouldn't mind sharing, right?"

Lily shook her head. "We don't mind, no."

Bilbo directed them to the guest room, a cozy looking little room with one decently large double bed, and offered them the use of some of his mother's old nightgowns if they wanted. They were a bit on the short side, but Alison put one on anyway, as did Lily, before they both crawled into the surprisingly soft bed. They talked for a few moments about all they'd left behind before Lily began to cry, and Alison held her, comforting her until she fell asleep, continually willing down the lump in her throat. It wasn't until she was sure that Lily was sleeping that she finally let the tears out, crying for everything and everyone she had lost, the family, friends, and life that she had loved and would never see again.


	3. What Sort of Favour?

_A/N: I am so sorry to anyone who's favorited and followed this story so far! I knew my updates would be infrequent due to work and life and other writing projects, but I never expected it to take me a year to update! Anyway, I hope that there are still people interested in reading this, but if not, I'll at least keep writing it for my own amusement - and because the plot bunnies won't leave ;). I think I've gotten my life together enough now that I can do monthly updates, but I promise never to abandon the story completely - or take a year again!_

 _This chapter is solely from Fili's POV - next chapter will likely be a mix of the two POVs, and more than likely we'll get to the start of the troll scene too. I just wanted to show some length of travel and getting to know one another in this chapter. For now, I'll be following the movie scenes, but later I'll start mixing up book and movie scenes and changing things around. This will probably happen after Goblin-Town. I hope you all enjoy!_

 _ **PLEASE REVIEW EVERYONE - IT WILL INSPIRE ME TO WRITE FASTER!**_

 _Disclaimer: I of course don't own any of the characters or lines you recognize from the Hobbit, just the rest of the story. Oh, and I don't own that one Easter Egg I popped in there ;)._

Chapter 3: What Sort of Favour?

Fili was humming cheerfully to himself as he moved through the hallways towards the kitchen, looking to find a bit more food before he retired for the night. He was really quite pleased with the way things were going; he'd always wanted adventure and a chance to prove that he deserved the role of being Thorin's heir. The quest for Erebor offered both, and even better yet, he would have the company of a lovely lass to enjoy along the way.

 _Alison_ , he thought, smiling to himself. Her presence, and that of her sister, had been an unexpected bit of good fortune, as Kili had pointed out. And just like his younger brother, Fili loved women. Not just dwarven women, either; he'd had his fair share of dalliances with human women, generally barmaids, on his travels as well. So he did not find the fact that Alison was half-human, or lacked a beard, off-putting at all. Indeed, he found her very attractive; he thought she was one of the most beautiful women he'd ever met, in spite of – or perhaps because of – her unusual clothing. He'd never seen a woman wear such formfitting and revealing trousers – or tunic – before, but he couldn't deny he liked it, and all that fiery red hair of hers, too.

So, too, did he quite like her bold nature. The way she was so willing to help them, just because she could; the fierceness in her expression when his Uncle or Dwalin had doubted her ability to help; the way she looked at him with such heat in her green eyes; he liked all of it. And he had immensely enjoyed her climbing over his lap, particularly when she had brushed against him; she really had a lovely bosom, after all. He'd been afforded quite an excellent glimpse of it due to the low cut of her tunic when she'd climbed over him. Besides which, the attraction he felt for her was electric; the lust that had shot through him at the brush of their bodies together was more intense than anything he'd ever felt. He was more than willing – nay, he was eager - to answer 'yes' to the invitation he'd seen in her eyes.

Of course, it might be quite some time before he was able to act on that invitation; who knew when they'd have any time or privacy on their journey, after all? Still, he was nothing if not patient; he was more than willing to wait to find out just how intense being with her could be. These were the rather pleasant thoughts he was occupied with when he passed by a door that was slightly ajar and heard the faint sounds of a woman crying.

He froze in temporary shock before he crept closer to the door, peering carefully around the edge of it into the room beyond, not wishing to disturb whichever of the sisters was so upset. The light of the low-burning oil lamp in the room illuminated it just enough for him to see that it was Alison that cried; she was sitting up slightly in the bed, her sister asleep next to her, and she was sobbing as though her heart was breaking.

Fili nearly gasped with the sudden, wrenching pain in his own heart at the sight. It felt like his heart was slowly being torn to pieces as he listened to the heartbroken sounds she made. Why was she crying so? Was she merely homesick, or was she remembering the person she had lost that she had referred to earlier that night? He didn't know, but he ached to comfort her, to find out what was wrong and hold her until she stopped crying. He didn't know why he should react so to the sight of her sorrow; he'd only just met her, after all. Still, he couldn't seem to help the intensity of his reaction, and he almost pushed his way into the room, the desire to comfort her was so strong; but he stopped himself just before he did.

Instinct told him she wouldn't tell him, wouldn't appreciate him seeing her cry, at least not right now. She had clearly waited until she was alone, even until her sister was asleep; she had not wanted an audience. They did not know each other well enough yet for him to comfort her as he wished to; he would need to gain her trust first. Then, perhaps one day, he could find out the reason for her sadness, her despair, and he could make it better for her. So, though it pained him more deeply than he ever would have expected, he walked away from the sound of her crying. He'd speak to her in the morning and begin to earn her trust, he decided with sudden resolve. And then, over the course of their journey, he would accomplish both of the tasks that he now wished to fulfill; to gain both her trust and admittance into her bed. He was unable to shake the feeling that he didn't just _want_ to do both of those things; he _needed_ to. And thus, failure was not an option; he would do whatever he had to, in order to accomplish his goals.

* * *

"Good morning, Miss Alison, Miss Lily," he called cheerfully as Alison exited Bilbo's house the next morning, her sister Lily following closely behind. He was in the process of readying his pony, Bungo, for their journey, strapping his pack to the pony's back and tightening his saddle and bridle. Kili was several feet away, doing the same for his pony, and called out his own greetings, as well. Most of the other dwarves were bustling about the clearing, readying their own supplies, though a few were still in the house getting ready.

Alison frowned, planting her hands on her hips as she stopped only a few feet away, showing no signs of the sorrow he'd overheard last night as her green eyes flashed up at him. "I thought we talked about this last night, Fili?"

He blinked at her in surprise, wondering what precisely she was referring to, until she raised her eyebrows and repeated, " _Miss_ Alison?"

His confusion cleared as he remembered the multiple times yesterday that she'd insisted upon him addressing her as "just Alison", and he dipped his head in agreement. "Aye, lass, you're right, I'd forgotten." Secretly he was pleased that she wished to dispense with formalities so soon as he went on, "Alison, then, how are you this morning?"

"Fine, thank you," she said, tilting her head quizzically as she looked at him. He could see over her shoulder that Kili had already monopolized her sister's attention, and appeared to be explaining what he was about to; they didn't have enough ponies for everyone, at least, not if they were to keep one ready for Bilbo as Gandalf had insisted. Therefore, he and Kili had volunteered (quite enthusiastically, really, though he'd at least tried to veil his feelings, unlike Kili) to have the girls ride with them. "How are you?" she asked in turn.

"I'm having a fine morning," he told her, "especially as I've learned I get to share it with a lovely lass." When she only looked confused, he explained, "There aren't enough ponies. I volunteered to share mine with you, if you don't mind, that is? Your sister will be riding with Kili, unless she wishes to share with someone else."

Alison grinned. "No, I'm sure she'll be fine with that." She glanced over her shoulder, seeing, as Fili did, that Kili was lifting a red-faced Lily onto his pony. Alison turned back to him with that wickedly inviting smile of hers that had so heated his blood the night before. "And I definitely would not mind a ride with you."

"And glad I am to hear it, lass," he told her, trying to control his body's reaction to that smile of hers. He needed to control himself better if he was to share a pony all day with her, no matter how difficult it might be with the intensity of the attraction he felt for her. "Give me your supplies, then, and we'll be on our way."

Her smile faded a little. "I don't have any," she confessed. "We were attacked by bandits just before we met up with Gandalf, and only just managed to escape. This is all I have." She gestured to the unusual clothes that she'd worn last night and had donned again this morning, which hugged so closely the lovely curves of her body.

Fili frowned. As much as he liked to see her in that outfit, he did _not_ like to hear that she'd been attacked, and thus possessed no additional clothing or provisions. "We will have to remedy that as soon as we can. I have an extra cloak you can borrow until then." He gestured over his shoulder at his pack.

"Oh, no thanks," she shook her head, waving her hands. "At least, not right now. It's so nice out, I don't really need it."

Fili raised his eyebrows. It was a fine morning, but it was still very early after dawn, and thus the air was a bit chill, for all the sun shone brightly out of a cloudless sky. "It's a lot colder where I come from," she explained, seeing his expression. "This is nothing. Besides, you'll keep me warm while we ride, right?"

That wicked smile of hers was back, and he could not help but return it. "Indeed I will, lass," he vowed. "Shall we go, then?"

"Sure." She moved over to the pony, glancing up at Bungo's back. The pony was a fair size, and Fili could only barely mount him himself. Alison was shorter than he was, and he had a feeling she wasn't entirely certain she could get up on the pony without falling.

Somehow he knew she wouldn't ask for help, and so he moved up behind her as she went to boost herself up, catching her and lifting her the rest of the way when she would have fallen just short of making it onto Bungo's back. She turned to look back at him once she was seated safely on the pony, an embarrassed flush passing across her freckled face. "Thank you," she muttered.

"You are most welcome, Alison," he said quietly, not wanting the rest of the company to hear, as he knew it would only further embarrass her. "I would not wish to see a lady fall, after all."

The flush on her face deepened, as if she didn't want to be reminded of the fact that she'd nearly fallen at all. She lightly patted the saddle behind her, for Fili had put her to the front of the saddle, intending to ride behind her so he could keep her safe while still controlling the pony. "Are you joining me up here, or what?"

"Of course." He mounted the pony behind her, not bothering to keep much space between them as he slipped his arms past her to grasp the reins. It was likely to be torture, having her essentially in his arms the whole way, but it would be the most pleasing torture he could think of. And Mahal, but she smelled incredible, he thought, lightly inhaling the flowery scent that rose from the waves of her hair. Yes, he was certainly not about to pass up this opportunity, no matter how difficult it might be to manage the desire twining through his body.

"Get moving, lads, or we'll leave you behind!" Dwalin bellowed at that moment.

Fili looked up to see that the rest of the company had already begun to leave, steering their ponies down the path away from Bilbo's home. He nudged his heels to Bungo's sides to get him moving, and directed the pony after the others, Kili falling in beside him with Lily seated in front of him, the path being wide enough to ride two abreast.

"We're not even going to wake Bilbo up before we go?" Lily asked, glancing behind them at the round green door as they left.

Kili snorted. "Why? Mr. Boggins made it clear he did not wish to come last night."

"It's Baggins," Lily said severely, and Fili could feel Alison shaking with near-silent laughter at her tone. "I told you that before. And he _is_ coming."

"No, he isn't." Kili sounded confused, and he glanced over to Fili, who simply shrugged. How was he supposed to know? "He refused to come last night."

"He'll change his mind this morning," Lily told him primly. "You'll see."

"How do you know?" Kili asked in fascination. "Did you see it? You know, with your abilities?"

"I might have seen him come running after us, waving the contract," Lily replied slowly, looking straight ahead so that Fili couldn't read her expression. He frowned, wondering if Alison's sister really was capable of seeing visions of their quest as Gandalf had said. Certainly her knowledge of his uncle's meeting last night had been quite convincing, but how was it possible for her to know so exactly what had occurred?

Before he could voice his doubts, however, Kili was already prattling on, "Really? Are you certain? We should make a bet on it, then. The rest of us have already made bets on whether he'd come; this one would be just between us!"

"Why would you bet against someone who could see the future?" Alison sounded amused, as well as confident in her sister's abilities, Fili noted.

Kili grinned over at her. "Well it's a good way to find out if she really can see the future, isn't it? And if I'm wrong, I don't mind losing to a pretty lass so much."

Lily blushed, not saying anything, while Alison countered, "What do you want to bet, then? We don't have any money."

Kili's face lit up. "That's fine." He looked over to Fili, who smiled and nodded, well able to guess what Kili was about to suggest, and not opposed to the idea at all. "If we win, you each have to give us a kiss!"

"And what if we win?" Alison glanced over her shoulder at Fili, and the slow smile she gave him led him to believe she wasn't all that interested in winning the bet, which sent slow tendrils of heat through his veins.

"What do you want?" He couldn't help the question, or the suggestive tone of his voice as he asked it.

"Hmm." She looked him over, those green eyes blazing. "What an excellent question. What do you think, Lil?" she called across to her sister.

Lily had turned bright red by now, clearly not oblivious to the way Fili had been looking at her sister, or how Alison had returned his gaze, but she eventually answered, "Well, what about a favour? You know, if we win, we each get to ask you two a favour?"

Fili could see the gleam of interest in his little brother's eyes as he asked eagerly, "What sort of favour?"

"Yes," Fili murmured in Alison's ear, loving that he could feel her shiver, "what sort of favour?"

She tossed him a saucy glance before turning to face forward again. "Wouldn't you like to know?"

Yes, yes he really would, Fili thought even as Lily was saying, "Well, we'd have to think about it, of course. I guess, whatever we decided we want, but we'd keep it simple. If that's okay?"

She'd glanced over her shoulder at Kili, who nodded emphatically, making Fili grin. His little brother had already confessed to an interest in Lily, insisting that she be the one to share his pony, not that Fili had minded at all, of course. He was quite certain that Kee would say yes to nearly anything that Alison's sister asked as a result of said interest, especially as she appeared more reserved than her sister. "I think we can accept those terms," Kili agreed. "Right, Fee?"

Fili nodded. "They sound most agreeable." He had a feeling that whichever way the bet ended up, he'd still manage to benefit from it, and he was most certainly looking forward to finding out. "We have ourselves a bet, then."

After that, the conversation drifted to other things as the four of them began to get to know each other; Fili was quick to notice that the girls were rather vague about where exactly it was that they were from, and would often direct the conversation back to himself and Kili instead of giving details about themselves. Not that he exactly minded; he did wish for Alison to know more about him, so that she might come to trust him, and they both seemed genuinely interested in his and Kili's tales of their home and childhood, but he still found it curious. What exactly were they hiding?

The question had occurred to him for the second time in the span of the hour they'd been talking when Fili caught the sound of Dori complaining loudly ahead of them about what a waste of time it had been to ask the hobbit for help. Fili found that he couldn't really agree, as it was at Mr. Baggins' home that he'd met Alison, after all, although admittedly asking the hobbit for help had been a ridiculous notion, as Dori was loudly informing the group. Fili felt Alison stiffen a little in his arms at the words, and saw the quick glance she exchanged with her sister, but before he could ask what bothered her, he heard a shout behind them.

"Wait! Wait!" Fili turned his head to look at the path behind them, and gaped in astonishment as he saw the hobbit in question come running up the path, the contract they'd left behind for him just in case flapping in his hand as he went. Fili could hear his uncle call the company to a halt as Bilbo skirted around them, heading for the front of their group, where Balin rode just behind Thorin. Fili reined Bungo to a stop, turning to stare at Lily on Kili's pony as he stopped next to them, grinning broadly.

"Did you see that, brother? It happened exactly like she said!"

"Yes," Fili replied slowly, attempting to study Lily, who was refusing to look in his direction. "I saw it." And it had happened precisely as she had stated it, right down to the waving of the contract. How had she known so exactly what would occur?

He felt a poke in his chest, and looked down to see Alison smirking at him. "That means you lost the bet. No kiss for you," she teased, even as Fili could hear Balin welcoming Bilbo to the company ahead of them.

"Not ever?" Fili asked with mock hurt, drawn into her teasing.

"Well, I didn't say that," she drawled, her eyes sparkling at him. "Just not right now, since you two lost."

"We did lose, didn't we?" Kili sounded disappointed, and Fili smiled over at his brother, seeing the crestfallen look on his face and the blush on Lily's.

"Aye, brother, I'm afraid we now owe the lasses a favour." Noticing that the company had started moving again, and Uncle had called for Bilbo to have a pony, Fili nudged Bungo into movement again, nodding at Kili as they rode forward to the sound of Bilbo loudly protesting that he could simply walk.

Kili, having guessed exactly what Fili intended to do, split his pony a bit further away as they rode up to Bilbo, and they both reached down simultaneously as they came up to the still spluttering hobbit, lifting him by the shoulders of his coat and depositing him on the back of the pack pony that had been trailing behind them and now came trotting between them. Though the pony was mostly laden down with the company's extra supplies, they had left just enough room on the saddle for the hobbit to ride, at Gandalf's insistence.

Fili couldn't help chuckling at the frozen way Bilbo sat on the pony, gripping the reins like a lifeline, as they continued along the path. "Have you thought of what your favour is yet?" he asked Alison as they drew abreast with Kili and her sister again, Bilbo's pony having moved ahead of them quite of its own volition.

"Not yet." She smiled over her shoulder at him. "I wouldn't want to waste on it just anything, after all."

At that moment, Oin called from the line of ponies ahead of them, "Come on, Nori. Pay up."

Fili watched with a grin as Nori grumbled, but dug out a sack of coins anyway and flung it to Oin, who caught it neatly. Kili, in turn, called out, "One more," causing both sisters to look at him with astonishment as he neatly caught the second sack of coins.

"Hold on," Lily said in disbelief. "You bet _for_ Bilbo coming with the other dwarves and _against_ him coming with me?"

Kili shrugged, smiling. "That way I would be certain to win at least once. I would much rather have won our bet, however."

Fili smirked at his brother's flirting, as Lily snapped her mouth shut, spinning back around with a red face again and Alison laughed softly. Bilbo, meanwhile, was asking Gandalf what the coin-tossing was about ahead of them, causing Gandalf to explain the bet and how he'd never doubted the hobbit would come with them. Fili could not say the same, however; he'd bet against it both times, unlike Kee.

"No, wait, wait, stop. Stop!" Bilbo shouted from ahead of them, where he'd managed to keep his pony next to Gandalf, although he'd now brought it to a halt just after he'd sneezed, and was frantically patting at his coat pockets. "We have to turn around."

Gandalf frowned at him as the whole company halted. "What on earth is the matter?"

Fili suddenly noticed that Lily had whispered something to Kili, and now their pony was moving forward, drawing up next to Bilbo as the hobbit declared, "I forgot my handkerchief."

"Don't worry, Bilbo," Lily said, digging into the pocket of her unusual trousers and pulling out a square of white cloth. "I brought you one."

Bilbo beamed at her, taking the square of cloth and blowing his nose before tucking it away. "Thank you, Miss Lily. I appreciate it."

"You're welcome," Lily smiled at him in return as Thorin shouted from the head of the group for them to move on, and the ponies began to wind their way along the path again.

Gandalf began scolding the hobbit as the two of them moved on ahead, telling him that he was lucky Lily had thought to bring a handkerchief, while Fili turned to regard her again with no little astonishment as they moved along behind. "How did you know he would need the handkerchief?"

Lily shrugged, looking uncomfortable. "I might have seen this whole . . . interaction," she confessed at last. "Bilbo catching up to the company and forgetting his handkerchief, the whole thing."

Kili frowned. "Then you knew what we would say to you the whole time?"

"No." Lily shook her head emphatically. "I just saw Bilbo and the rest of you. I can't . . . I don't, that is, see Alison and me. That's . . . not how it works."

"Then how does it work?" Fili demanded, feeling suspicion creep through at him at how precise her visions were, down to the last detail. It just didn't seem right that she could know so much.

Alison poked him again, a good deal harder this time. "Don't be so suspicious. She's going to use these visions to help all of you, not hurt you."

He looked down at her, seeing the sincerity – and the flash of anger in her eyes – before he looked to Lily, who nodded firmly. "I only want to help," she declared, equal sincerity ringing through her tone. "I have . . . visions, sometimes at night while I'm dreaming, sometimes when I'm awake, of things that happen to all of you. I can't seem to see anyone else, though. And not when happens to Alison or I when we travel with you. But we still want to come and help."

"And we appreciate the help very much," Kili replied, sending Fili a significant look. "Don't we, Fee?"

"Of course we do," Fili agreed, feeling sudden guilt weighing him down. He hadn't meant to doubt their intentions, only the visions themselves. "I apologize, I did not mean to doubt you. Either of you." He nodded formally to them both, and both sisters accepted his apology graciously as they moved on, the conversation turning back to lighter matters again. Still, Fili couldn't quite shake the doubt that they were lying about the visions, despite the fact that they were sincere in their desire to help. He'd seen that sincerity fade in Lily's expression as soon as she started to describe the visions, and he couldn't stop wondering what it meant. Well, perhaps he would find out once he gained Alison's trust, he thought. And one thing was for certain, this journey would not be a dull one.

* * *

Two weeks of travelling each day and camping each night had gone by, and Fili had been right; none of it had been dull. In fact, it was likely the most enjoyable journey he'd ever been on, even if it was also the most torturous. For he'd been absolutely correct; having Alison in his arms each day on the pony was a torment to his body, which reacted with desire every time she was near, desire he had so far been unable to act upon.

As much as he wanted her and enjoyed the company of women, he was still a gentleman, and he would not take liberties with Alison unless she asked him to do so. She flirted with him, certainly, and he knew she desired his company as much as he did hers, but she had yet to invite him to do so much as kiss her, and until she did, he would simply continue their flirting banter. And, of course, take the opportunity to adjust her stance as often as possible while they trained each night at camp, or any other excuse he could think of to touch her. He was a gentleman, and he was patient, but he was not completely above using a situation to his advantage.

And neither, he suspected, was she. He'd become fairly certain that she was deliberately torturing him, especially this past week. She took the opportunity to wriggle that delectable bottom of hers against his aching groin several times a day on the pony, and she brushed up against him whenever she could. Then, of course, there had been the time the other night when she'd asked him to keep watch for her while she took her turn bathing in the river. He'd agreed, of course, staying nearby but keeping his back turned, until she'd shrieked, that is. He'd run to her aid, only to discover that she'd shrieked from the coldness of the water – and that she was completely nude and dripping wet. Furthermore, she'd made no attempt to hide herself when he'd come running, and he'd been so frozen when he'd seen her that he had not immediately turned away. She wasn't just beautiful, he'd discovered then; she was utterly breathtaking. It had taken every ounce of his will to turn his back on her again and not touch her. It was only later, when he'd been able to think properly again, that he'd remembered the sly grin on her face when she'd said the water was cold, and he'd become certain she'd done it on purpose.

He found that he didn't mind, however; the torture was incredibly pleasant, as was the building tension between them both. Besides, he felt certain that had he taken her up on that unspoken invitation, she wouldn't have minded at all; indeed, she'd almost seemed a little disappointed, later. Perhaps, he thought, he would have to ask her to actually issue him the invitation he waited for in words, so that there could be no mistake; when they next had a private moment where he did not fear the others would hear them, he would do so, he decided. In the meantime, so long as she enjoyed herself, he was happy.

And it was true, he realized; when she was happy, he could not help feeling the same. Every time she laughed, it made him smile, and he'd greatly enjoyed every moment spent in her company, even when she was dodging his questions of her homeland. He liked when she sang under her breath whenever the conversation lagged when they rode, even if the words were odd; he liked when she laughed at a joke he or Kili had made; he even liked it when she made some joke _he_ didn't understand, but that sent her sister into a fit of giggles, like when she'd commented about knowing how "the pointy end goes in the other man" during their first night of sword training. One day, he thought with a smile, he'd find out what had been so amusing about that statement.

Tonight, though, she'd seemed subdued; in fact, both girls had seemed strangely quiet while the other dwarves had talked merrily about their families, he remembered as he returned to camp from relieving himself. It was the middle of the night, and Balin was on watch while the others were all sleeping. At least, he'd thought that they were, but just as he'd waved to Balin that he was back, he thought he heard a muffled sob off in the distance, back in the trees.

He instantly looked to the corner of the camp where Alison had lain down next to her sister earlier, only to see the bedroll he'd loaned her was empty, and Lily slept next to it alone. He frowned, creeping in the direction of the trees. If she'd gone off into the trees to have privacy, he couldn't just leave her there; it was simply too dangerous, no matter how much she might wish to be alone. He eventually caught the sound of another muffled sob, and quietly made his way through the trees, following the sound of her sorrow.

He eventually found her in a clearing, sitting on a log, her face buried in her hands as she cried in the exact fashion she had the night they'd stayed at Bilbo's home. And just as it had then, the sound shredded his heart, the pain of seeing her cry ripping it into tiny little pieces. He'd only meant to stand watch over her, and hadn't really even meant to let her know he was there, knowing that she probably didn't want him there, but he couldn't help himself this time. He was already moving towards her before he'd quite realized he'd made the decision, and her head snapped up when he was only a few yards away. He'd stepped on a twig in his haste to get to her, forgetting to be quiet.

"Fili?" She choked out, looking alarmed, though the tears kept streaking down her face. "What are you doing here?!"

"You shouldn't be alone out here," he told her quietly as he reached her side, sitting down on the log next to her. "It's too dangerous." After a moment's hesitation, he put an arm around her, hoping she wouldn't push him away.

She stiffened for a second, staring up at him, her green eyes so full of sorrow that his heart gave another painful lurch at the sight. But then, without warning, she turned into his embrace, burying her face against his chest, and went right on crying. He wrapped his other arm around her, murmuring to her in Khuzdul, knowing that she wouldn't understand but hoping the sound of his voice itself was soothing for her. Somehow, holding her eased the pain in his heart from seeing her cry, though not entirely. Only finding out why she was crying would do that, he suspected, but he didn't think she was ready to tell him yet.

After several moments, her crying began to slow, and eventually it stopped altogether. She pulled back when it did, though she didn't pull away entirely, and began wiping at her face with her sleeve, looking embarrassed. After a long moment, she looked up at him, her expression carefully blank. "Aren't you going to ask why?"

Fili considered her for a moment before he followed his gut instinct. "Do you want me to ask you why?"

She shook her head emphatically, and he smiled slightly. "Then I won't," he said simply. "I won't tell anyone, either. But if you need to do this again, at least let me come to keep watch, will you? I would not wish anything to happen to you, nor would anyone else, I'm sure."

She was blushing at his words as she nodded, he realized in sudden delight; it was the first time he'd ever seen her blush, as flirting with her had never caused such a reaction. Apparently concern for her well-being did, however. "Okay," she said softly. "If I need to do this again, I will. We should probably go back now."

"We should," he agreed, though he was reluctant to let her go. It felt so right to have in her in his arms. Still, it was late, and this was most definitely not the time to ask her if she wanted to be alone for other reasons. Not when she'd just been so upset. So, he got to his feet, helping her up, and they began to walk back to the camp.

"I'm sorry," she said quietly after a moment, and he looked at her in confusion until she nodded at the damp patch on the front of his tunic. "For using you as a handkerchief," she clarified.

He smiled. "You may use me any way you would like, Alison."

She grinned, and he could see the relief on her face at being able to fall back into their teasing banter as she said, "Is that so? I'll have to keep that in mind; I'm sure I can find all sorts of uses for you."

He laughed, feeling relieved himself at seeing a smile on her face again, marvelling at the way it lightened his heart with joy. "I'm certain you can, and I hope that you will take me up on the offer soon."

"Oh, I will, believe me." By this point, they had reached the edge of the campsite again, and she turned to him with a small smile as she whispered, "Good night, Fili. And thank you. For being there, and for not asking."

"You are most welcome." He smiled at her in return. "Good night, Alison."

"You can call me Ali, if you want," she offered, before heading over to her bedroll and joining her sister once more.

Ali. He had heard her sister call her such, a few times, though no one else did, and he couldn't help but feel the offer was a victory of trust, however small. And the surge of elation he felt at the thought gave him momentary pause. Why did he react so to her? Was she – could she be - ? He didn't know what it was like when a dwarf found their One, but he did know who would. He resolved he would ask Gloin as soon as he could.

* * *

He found the opportunity the very next morning, in fact, when he awoke just as dawn broke the horizon. Neither Alison nor Lily was up yet; he'd noticed the sisters were not exactly early risers over the last couple of weeks. In fact, quite a few of the company were not, and most of them were still asleep, with the exception of Bombur, who was making breakfast, and Gloin, who had clearly taken the last watch. He sat perched on the boulder Balin had occupied last night, and Fili decided there was no time like the present.

He made his way over to the boulder, bringing out his pipe and puffing on it casually as he stopped next to Gloin.

Gloin looked over at him and nodded. "Good morning, lad."

"Good morning, Gloin." Fili let out one more puff of smoke. "Do you mind if I ask you a question?"

"Of course not, lad. Ask away."

He briefly decided how best to put the question, but eventually decided there was no point in stalling. "How did you know when you met your wife that she was your One?"

Gloin gave him a shrewd look, and Fili couldn't quite prevent the blush that passed over his face at the realization that Gloin likely knew exactly why he was asking. Mercifully, however, the older dwarf didn't press the issue as he replied, "It was simple, laddie, once I realized that I felt for her as I had felt for no other lass that I had ever met before. She sparkled more than any jewel, and shone brighter than any gold; her smiles were worth more to me than mithril. Her laughter gave me joy, and her tears pained me more than my own sorrows. She shone like the sun among stars, and I was a good deal more . . . eager to be in her company than I had been with any other lass." He gave a reminiscent smile at this point, before adding, "Does that answer your question, lad?"

"Yes, I believe it does. Thank you, Gloin." Fili nodded to the older dwarf before he wandered away, feeling suddenly dazed. Everything Gloin had described seemed to match his feelings for Alison exactly. It was precisely as he'd suspected, yet the realization still hit him like a blow to the stomach; Alison was his One. And yet, he had no idea how he would ever convince her of that fact, or how he would find out if she could ever feel the same way about him.


	4. Making Plans

_A/N: Well, this turned out to be more like six weeks instead of a month for an update, but still way better than last time ;). And this chapter is twice as long as the previous ones, so it's like two chapters in one, which will hopefully make up for it! I had a specific place I wanted to stop it, and by the time I realized how long it had gotten, it was too late, so here you go :)._

 _Thanks so much to all the new favorites and follows, I'm so glad you all are enjoying this random drabble of mine!_

 _And extra special thanks to those who took the time to review the last chapter: milkybar, Moira Starsong, Puffgirl1952 the 2nd, and amrawo. You guys all totally made my day and I was very happy to hear how much you've enjoyed the story so far! To amrawo, as I couldn't respond to you directly, I'm so glad you love this story and Fili's POV, there's a bit more of his POV to start with and then we go back to Alison's POV, so I hope you enjoy the update!_

 _Also, I've said this before, but just warning you all again: if you don't like swearing, or mature/suggestive themes, you probably shouldn't read this. There is plenty of both in this chapter once we're back at Alison's POV._

 ** _PLEASE REVIEW EVERYONE - IT WILL ENCOURAGE ME TO UPDATE FASTER!_**

 _Disclaimer: And of course, I don't own the Hobbit movies or books, or anything you recognize from them, just my own characters and the rest of this story._

Chapter 4: Making Plans

Fili had developed a plan. The key to a good strategy always began with research; he simply needed to know more about Alison before he revealed that she was his One and asked if she would like to begin a courtship. He knew that she was half-human, and that humans did not have Ones in the way that dwarves did. But she was also half-dwarf, so perhaps that meant she would be different? Either way, it was not impossible that she might eventually have feelings for him. But first, he needed to know more about how she might react to a proper courtship.

He'd come to know her well enough to know she wouldn't openly offer such information about herself and her feelings or lack thereof; therefore, his plan was to ask her sister, Lily. It was possible she wouldn't tell him anything either, but perhaps if he assured her he had Alison's best interests at heart, she might be willing to answer some of his questions. Which was why he was now approaching her to talk, having seen that she was alone at this moment.

They'd stopped for the night to camp; it was only this morning that Fili had spoken to Gloin and had his revelation about his feelings for Alison, but having had all day to think about it, he'd decided on his course of action by the time they'd stopped for the night. And Alison was currently spending time with the ponies, brushing them down; she adored the ponies and the feeling was clearly mutual. This left Lily alone, however, while she sat on a log sewing shut a hole in Bombur's cloak.

"Miss Lily." He sat down next to her, though he kept a respectful distance between them. "Might I ask you a question?"

She glanced up at him, brief surprise showing in her brown eyes before she turned her gaze back down to the cloak, nodding. "Sure, ask away. And it's just Lily."

Fili grinned. Though the sisters were different in many small ways he'd come to notice over the last two weeks, in the matter of formality they were exactly the same. "Lily, then. I know that you and your sister are unwed, but is Alison promised to anyone in your homeland?"

This time, Lily nearly dropped the cloak as her gaze flew up to his, shock all over her face. "Why do you ask?"

Fili frowned. Why would Lily react in such a fashion to his simple question? Did this mean that Alison _was_ promised to another man? No, surely she would not flirt with him the way she did if she was – would she? "Well, I wish to be certain she is not promised to another before I ask if I may court her," he replied slowly, praying to Mahal that she wasn't.

"Court her - ? Oh God!" This time Lily did drop the cloak on the ground. "Shit! Shit, I knew this was a bad idea!"

"You knew what was a bad idea?" Fili repeated, proud of himself for keeping an even tone when he felt like his world might crumble around him. What would he do if his One was promised to another – and was the sort of woman who wouldn't remain faithful when she was? " _Is_ she promised to another man?"

Lily gave her head a firm shake, and Fili found he could suddenly breathe easier. "No, no she's not, it's just . . ." She glanced around, perhaps making sure that Alison wasn't nearby, before she picked up the cloak again with a heavy sigh. "She's going to kill me for this," she muttered, more to herself than to him, Fili thought. "She was . . . betrothed to another man a few years ago. They were very much in love, but he was a soldier, and before they could get married . . ."

"He died?" Fili supplied softly, and Lily nodded. His One had loved another, then. He wasn't quite sure how to feel. Should he be jealous of this unknown man, or worried that Alison would never love another? Above all, it pained him to know that she had been through such a thing. No wonder she'd cried so. "She did mention that she'd lost someone who meant a lot to her, and she couldn't do anything to save him," he said at last, understanding her words much better now.

Lily looked up at him again, her eyes wide. "She did? She hasn't mentioned him to anyone, not even me, since it happened." She gave him a considering glance before giving a sudden, decisive nod. "I'm going to give you some advice, even if it means she'll be pissed at me when she finds out. It's for her own good."

"Please do," Fili requested, relieved. Perhaps he could still get the information he needed to develop his strategy, for he was not about to give up on his One so easily. He simply couldn't.

"Ali was . . . devastated when Chris died. Utterly shattered," Lily said softly, her eyes bright with unshed tears. "She wasn't herself for nearly a year after. I thought I'd lost the Ali I knew. But finally, she began to come around, act like herself again, for the most part. Except when it came to her relationships with men. She didn't shun them, but she didn't let any of them close emotionally, either. In the last two years since she became more herself again, she's only had . . . how can I put this . . . brief physical relationships with men. And if any of them tried to get serious, she'd end it very quickly, and never speak to them again. She's never come right out and said it, of course, but I know she's terrified to fall in love again and get her heart broken again."

 _Mahal_. It was worse than Fili had thought. His heart ached to know what Alison had been through, and the pain she was obviously still in, and yet he was terrified that he'd never get the chance to be with her the way that he really wanted. For it was obvious now what she'd intended their relationship to be. "That was what she meant to do with me," he said softly. "Only enjoy a brief dalliance, and leave once the quest was over, or if I asked her to stay."

Lily nodded, looking apologetic. "I'm sorry, but yes. We talked about it before we left Bilbo's, and I told her it was a bad idea to get involved with you, in case one of you got your feelings hurt. She was sure she could keep herself from getting hurt, and she was sure you'd never be serious about her either, since you're a prince and she's just a . . . half-breed dwarf."

"That does not matter to me," Fili protested. "Even if she wasn't my One, I would not care about something like that!"

"I told her you might not think of it that way," Lily agreed, but then she suddenly gave him a sharp glance. "Your 'One'? What does that mean?"

Fili blinked at her, unsure of exactly how to explain. He'd known they knew very little of their dwarven heritage, but he hadn't realized just how little they knew until now. "Dwarves each have a One, granted to them by Mahal," he explained. "They are our other half, our chosen mate. When we meet them, it is instant. We may not realize it right away, but there will never be another for us, for the rest of our lives. Some dwarves never meet their One, and so they simply continue to dally with whomever they wish, and perhaps marry someone who is not their One. But if they do meet their One, and their One does not accept them, they will never be with another."

Lily stared at him, her hand to her mouth, looking horrified. "And you're sure Ali is your One?" she managed at last.

Fili nodded firmly, though he was starting to feel a little heart-sick at his chances, given the look on Lily's face. "I am positive. Gloin has married his One, so I asked him how he knew his wife was his One, and everything he told me about his feelings is exactly how I feel about Alison. I realize humans do not have Ones, however, and so I am unsure how it works for the two of you, but I thought perhaps . . . she might still come to have feelings for me eventually, and accept my courtship."

Lily sighed, running a hand through her hair. "I think you're right," she said at last. "I know Ali thinks she never wants to fall in love again, and that she'll be happy like that, but I don't believe it. And I want her to be happy. I think you might have a chance at changing her mind, but you'll have to be careful."

"What do you suggest I do?" Fili demanded. If Lily thought he had a chance at winning Alison over, he would do anything to get that chance. He did not wish to be without his One the rest of his life - indeed, he wasn't certain he could handle it.

"Don't tell her she's your One, for starters," Lily advised, "or let her find out anything about dwarves having Ones. She'll run far and fast. She might even insist we leave the quest, that's how scared she'll be if she knows. So my advice would be to keep doing what you have been. Flirt with her, joke with her, keep it all light and fun and like you're only interested in a physical relationship, and maybe being friends. I'm hoping that she'll be distracted enough by the quest that she won't realize she's starting to have feelings for you until it's too late."

Fili nodded slowly. "I can do that." He hadn't entered into this with the idea that he would be courting Alison, after all. He'd simply been attracted to her and had wished to act on that attraction, as he had done with other women before. All he would have to do is act as though nothing had changed, that he hadn't spoken with Gloin and realized the truth. Still, would this plan even work? "What makes you think I can change her mind?" he asked, curious, and in need of an extra dose of hope.

Lily shrugged. "Well, for one thing, you're not the usual type of man she's attracted to." When he raised his eyebrows in question, she explained, "Usually, she prefers men with dark hair and no beards – or not much of a beard, anyway."

Fili blinked, surprised once more. "But that sounds like – "

"Kili?" Lily finished for him, grinning. "Exactly. I was surprised too; I expected her to want to . . . dally with Kili, but it was you she wanted from the moment she saw the two of you. And she really, honestly likes you. I haven't seen her enjoy herself with a man this much since – well, since Chris. And I think you'd be good for her. She can be awfully reckless and impulsive sometimes."

Fili smiled, feeling greatly encouraged at Lily's words – and a little amused at the last statement. "That also sounds like Kili," he pointed out.

Lily grinned again, nodding in agreement. "Which is why I know you have a lot of experience dealing with reckless and impulsive. Anyway, if you want a chance with her, that's what you need to do. Don't change anything for now, and I'll let you know when you're getting close and can maybe change tactics a little."

"Thank you," he told her sincerely. "I greatly appreciate your advice – and the chance you are giving me."

"You're welcome. Like I said, I just want her to be happy, and I think you can do that." Lily suddenly looked very somber. "But I would like you to promise me that you'll try not to break her heart the way Chris did."

Fili understood exactly what she wasn't saying: Try not to die. It was a dangerous quest they were on, after all, and if he did succeed in getting Alison to love him, only to leave her the way her first betrothed had done, it would be the height of cruelty. He did not wish to condemn his One to such a fate, so he nodded soberly, hand over his heart. "I promise I will do my very best not to." When she nodded in return, eyes bright once more, he added, "I should go now." He did not want Alison to find out what they were discussing, after all.

With that, he turned to leave, heading back over to where Kili was setting up their bedrolls, his heart feeling much lighter than it had earlier. He always felt better when he had a plan, and he now had a definitive strategy to win over his One, and if Mahal continued to favour him, he would be able to keep her with him always. He could not, he thought as he glanced back to see Alison approaching her sister, wish for anything more.

* * *

They were setting up camp again for the night, but this time, it was finally a place that looked familiar to Alison. They were setting up in a clearing a few dozen feet away from the edge of a cliff, another cliff barely visible across the gorge in the growing darkness. Fili and Kili were setting up their bedrolls against a rock wall. She exchanged a glance with Lily, nodding. Finally, they were getting to a part of the story they knew.

As had become their usual habit when setting up camp for the night, they first laid out their own bedrolls, then moved to help with whatever they could around camp. Lily most often helped Bombur prepare the evening meal, being the better cook of the two of them, while Alison would help brush down the ponies and clean their hooves, before the two would take their lessons with Fili and Kili while supper continued to cook. Lily had decided she would much rather not fight in close combat, but she appeared to be doing decently well with learning archery, so Kili had focused on teaching her that, while Alison, who had turned out to be terrible at archery (according to Nori, who'd nearly gotten skewered), continued learning the art of swordfighting with Fili.

Not that she minded, of course. Fili was not only a good and patient teacher, but he often would "adjust" her stance, even if it was only a tiny bit. She knew he did it just to have an excuse to put his hands on her, and since she really quite enjoyed the feel of his large, strong hands on her, she didn't protest. In fact, sometimes she took up her stance the wrong way on purpose. Well, she tormented him on purpose a lot, but she was also tormenting herself, because God, did she ever want him.

She was not, however, totally without inhibitions (at least when she wasn't drinking vodka), or completely lacking in sense. She'd wanted to get to know him a little better before jumping his bones, and now that she had, the only thing holding her back was the fact that they were travelling through the wilds with the other dwarves, Bilbo, and Gandalf. Sure, they could sneak off somewhere into the woods for privacy, but she had enough sense to know that could be really dangerous, especially if she was thoroughly distracting Fili the way she planned to. The only time she'd lost her good sense was when she'd given Fili a little show when she was bathing in the river. The look he'd given upon seeing her naked had been so full of heated lust that it had sparked fires all through her own body, and if he'd jumped her right then and there, she would have happily forgotten about sense and safety.

However, Fili had proven himself to be a perfect gentleman, and he'd turned his back on her again until she was finished and dressed. Which, while it had been disappointing at the time, was ultimately for the best. She had a plan now, anyway. She was going to wait until Rivendell, when she was fairly sure the elves would offer her and Lily rooms of their own, and then she would have her way with him, since it would be both private and safe.

Although, she mused, she might have to find the opportunity to at least make out with him once before then. It might be a while yet before they reached Rivendell, even if they were finally at a point she recognized. Besides, Fili had said she could use him any way she wanted, after he'd caught her crying about her family and comforted her.

She frowned at the memory. She hadn't wanted anyone to witness her crying, much less comfort her, and yet Fili had done both. And he'd done a rather spectacular job of comforting her, at that. He'd simply held her, and hadn't asked any annoying questions, either during or after. She hadn't felt that comforted in someone's embrace since – No. That was ridiculous. She was being silly. Friends could comfort each other, right? And she genuinely liked Fili, besides finding him incredibly hot. They could be friends. Friends could comfort each other, and could have side benefits too, right? Besides, she was a grown woman. If she decided she wasn't going to have feelings for Fili beyond friendship and lust, then she wouldn't. It was that simple.

Anyway, she had more important things to think about, she reminded herself as she finished up with the last pony, affectionately rubbing Bungo's nose. He bumped her chest with his nose, whickering softly, and she rubbed him again for good measure, smiling when she saw Bilbo stealthily (or what he thought was stealthily) feeding Myrtle an apple on the other end of the ponies' clearing. Things like the quest, and keeping Fili, Kili and Thorin alive, were what she should be thinking about. Developing a plan with Lily to make sure they changed the final outcome of the story was what was really important, she told herself firmly.

As she headed back over to the camp, Bilbo catching up to her, an eerie screeching noise sounded in the distance, causing Bilbo to anxiously look around. Alison noticed that Kili, relaxing on his bedroll with a pipe next to Fili, had looked up at the noise also, and she sighed, knowing what was coming next. She exchanged a glance with Lily, who had finished helping Bombur prepare the stew, and Lily nodded. The two of them moved over to sit themselves on either side of the brothers as Bilbo asked anxiously, "What was that?"

"Orcs," Kili replied in a deadpan tone, though Alison noticed he sent a reassuring smile to Lily as she sat down to his right.

Bilbo scrambled after Alison and Lily, moving himself closer to the brothers and the safety of the fire, repeating nervously, "Orcs?" Thorin, who had been dozing against a boulder, sat upright with a jerk at the word.

Alison sat herself to Fili's left, making sure she brushed up against him as she did so, and Fili grinned down at her in that cocky and super-sexy way of his before he turned back to Bilbo and said seriously, "Throat-cutters. There'll be dozens of them out there. The lone-lands are crawling with them."

"They strike in the wee small hours when everyone's asleep," Kili added, still in that deadpan tone. "Quick and quiet, no screams. Just lots of blood."

Bilbo squeaked at this, turning away to look out over the cliffs anxiously, and the brothers started snickering. Their snickering was short-lived, however, when Alison and Lily simultaneously whacked them in the shoulders. Kili let out an "Ow!" while Fili turned to Alison with surprise, but before he could say anything, Thorin stalked over, growling, "You think that's funny? You think a night raid by Orcs is a joke?"

Both brothers looked down at this, clearly embarrassed with guilty looks on their faces, as Kili muttered, "We didn't mean anything by it."

"No, you didn't," Thorin snapped. "You know nothing of the world." He stormed away at this, while Kili hung his head even further.

"What was that for?" Fili asked in a low voice, rubbing his shoulder, though he sounded subdued now, making Alison feel a little guilty herself.

"Because you were being mean to Bilbo," she told him. Fili shook his head, opening his mouth to protest, but she cut across him. "You might not have meant to be mean, and were just trying to be funny, but it _was_ mean. He's scared enough; he doesn't need you two piling on." She could hear Lily scolding Kili in a similar fashion as Balin approached from across the campsite, and Fili's brow furrowed as he considered her words.

"Aye, you're right, lass," he admitted. "We meant it as a prank, but I did not think of how scared Bilbo must be already. Will you forgive me?"

"You should be worried about Bilbo forgiving you," she pointed out, nodding at the hobbit who now stood several feet away, twisting his hands nervously. But since Fili was looking at her with such a pleading expression in his amazing blue eyes, she sighed and gave in. "But yes, I forgive you too, as long as you promise not to be mean to him again."

"I promise," Fili vowed, looking very serious as he put a hand to his heart, but Alison's attention was diverted as Balin finally reached them.

"Don't mind him, laddie," Balin said to Kili, who looked totally crushed now that both Thorin and Lily had scolded him. "Thorin has more cause than most to hate Orcs." And as everyone's attention now turned to him, the older dwarf began the tale of the battle of Moria, and of Thorin earning his title of Oakenshield while fighting against Azog the Defiler. Alison had heard the tale before, of course, but it still sent chills up her spine as Balin recounted how Thror had been cut down and Thrain had disappeared, mad with grief, leaving Thorin alone to rally the dwarves, which he had managed by cutting off Azog's arm. "And I thought to myself then, 'There is one who I could follow'," Balin finished up. "There is one who I could call King." All of the awed attention of his audience was now focused on Thorin, who finally turned back from the cliff he'd been looking out over, making his way back to the campfire.

"And the pale Orc?" Bilbo asked, having crept back closer to the others during Balin's tale. "What happened to him?"

"He slunk back into the hole whence he came," Thorin said darkly, his attention clearly caught at the question. "That filth died of his wounds long ago."

Alison noticed Gandalf and Balin exchanging a look at this, but it was Lily who spoke up. "No, he didn't. Azog is still alive."

Every head snapped to her at this, where she still sat next to Kili, the looks on everyone's faces ranging from astonishment to suspicion to fury, in Thorin's case. "He is not," Thorin growled. "I cut off his arm myself. He cannot still live."

"He is alive," Lily insisted stubbornly. "I've seen it. A huge, pale, scarred orc whose left arm ends in some kind of metal claw, and he rides on a white warg. I've seen him confronting you, with fire all around."

Gandalf was frowning now, Alison noted, studying Lily, while Thorin just looked increasingly furious. "You are wrong," he snapped. "We are supposed to believe you are some sort of seer, but you are yet to give us an actual vision of the future, except for this one, which is impossible. Azog is dead, and you are wrong!"

Alison opened her mouth to defend Lily, but Fili interrupted before she could. "That's not exactly true, Uncle."

"What?!" Thorin turned his furious gaze from Lily to his nephew.

"About the vision," Fili explained firmly, not shrinking from his uncle's fury. "You said she'd never given us a vision of the future before, but that's not true. Kili and I didn't tell you this yet, but she saw a vision of Bilbo joining us. She told us well before he caught up to us, and she described the details exactly. If she was right about that, she could very well be right about Azog." He nodded at Lily, who smiled at him gratefully, and Bilbo looked surprised at this information, glancing at Lily as well.

Alison slipped her hand into Fili's, giving it a thankful squeeze, and he smiled down at her as Thorin scowled furiously. "Well, she is wrong about this!" He whirled away, stalking off into the trees, while Gandalf shouted after him, "You should not be so foolish as to ignore the advice of your seer, Thorin!"

Thorin didn't even pause, however, and merely kept going deeper into the trees. Soon, the other dwarves resumed their normal activity, and Bilbo, after one more glance at Lily, this one sympathetic, began helping Bombur distribute the stew.

"That went well," Alison joked to Lily, who smiled faintly.

"We're sorry for Uncle," Kili said, still sounding a little subdued.

"He can be stubborn," Fili added.

"That's fine," Lily said softly. "I don't imagine it was something he wanted to hear."

"But it's true, right?" Kili demanded. "You saw Azog the Defiler confronting Uncle?"

Lily nodded slowly. "I did."

"Do you know when it will happen?" Fili asked urgently. "Or if Uncle survives the encounter?"

Lily cast a quick glance to Alison, who gave a tiny one-shouldered shrug. The decision of exactly how much to reveal to the dwarves was a tough one. The confrontation Lily was talking about wouldn't be the one that killed Thorin, but Azog _would_ be the one ultimately responsible for Thorin's death. As for when the first fight would happen, they had no idea what the passage of time between now and then would be, as the books and movies hadn't exactly given precise dates.

Finally Lily said, "I'm not sure exactly when. It could be a month from now or two months from now, I don't know. I think it's soon, and I think it will happen during this quest. As for whether he survives . . . I haven't seen that far yet. I don't always get all the information at once."

Fili nodded slowly, looking worried, as did Kili. Alison couldn't stop herself from squeezing Fili's hand in comfort, as a friend, of course. He gave her a grateful smile before turning to Lily. "You'll tell us if you find out more?"

Lily nodded, though Alison could see she felt guilty about not telling them everything. "Of course."

"Maybe you shouldn't bother telling Thorin your visions at all, Lil," Alison suggested dryly. "Maybe you should just tell Fili and Kili, since they're actually willing to listen."

"That might not be a bad idea," Kili said thoughtfully, but Fili shook his head. "No, you should tell Uncle what you see. He'll be dismissive at first, but once he sees one of your visions come to pass, he'll believe you. He might be stubborn, but he will admit it once he sees he's been wrong."

"Okay," Lily agreed. "I'll tell him if I have more visions, and hope that he stops being stubborn about them." She smiled wryly, and the brothers laughed, while Alison smiled. She knew that Fili was right; once Thorin had been proven wrong, he would admit it, as he would do in the future about Bilbo. They would just have to hope, she thought as Bilbo and Bofur brought them all bowls of stew, bringing their conversation to a halt, that what they could reveal would change the ultimate outcome.

* * *

"This fucking sucks," Alison grumbled, burrowing further into Fili's spare cloak – and Fili – as the rain continued to pound down around them. She was used to the cold, but only cold when it was combined with snow. It was rare that it rained at home in the fashion it was now, and so she wasn't used to being sopping wet while it was also cold out. Fili's cloak was keeping her drier than she would otherwise have been, and his body heat was keeping her relatively warm, but she was still far colder and wetter than she would like to be at this moment.

"I'm afraid I don't understand your precise meaning," Fili murmured in her ear, "but you do not sound happy."

Ooh, now there was a way to warm up, she thought as a tingle went down her spine from the rumble of his voice and his warm breath on her ear. Too bad they were surrounded by the others, or she could think of even more pleasant ways to get herself warm again. "I'm not," she admitted with a sigh, trying to remind herself not to use curse words and slang from Earth around the dwarves, knowing it would only confuse them. "I'm cold and wet and miserable."

Fili took one of his hands off the reins to wrap an arm around her waist and pull her even more snugly against him, wrapping a corner of the cloak he was currently wearing around her as well. "Is that better?"

Her back was now firmly pressed to the solid heat of his hard chest, and she could feel, as she often did, his arousal against her ass. Both sensations sent tingles through her body and tendrils of fire through her veins, and she wriggled a little, feeling his soft groan rumble through her body. "Much better," she purred.

"Mahal, Ali," he growled against her ear, "when are you going to stop torturing me?"

Her reply was interrupted by the sound of Dori calling loudly from a few ponies ahead, "Here, Mr. Gandalf, can't you do something about this deluge?"

"It is raining, Master Dwarf, and it will continue to rain until the rain is done," Gandalf sniped at him, sounding pissed off. "If you wish to change the weather of the world, you should find yourself another Wizard."

Alison smiled as Bilbo asked if there were other Wizards. This conversation meant that the trolls would appear very soon, which meant they would arrive at Rivendell not long after, so she could stop torturing both of them. She leaned her head back and to the side so that she could look up at Fili as she told him softly, "Very soon. As soon as we get some privacy."

"It will not be soon enough," he muttered, "but I thank Mahal all the same." And then, after a quick glance around them, he did something that she had never thought he would do in public, especially before they'd even kissed. He slipped the hand that he had resting on her waist beneath the cloak and up, cupping her breast and kneading it gently through the cloth of her wet T-shirt.

"Fili," she gasped as white-hot lust shot straight to her core from the touch. She couldn't stop herself from jerking slightly, or arching a little against the warmth of his hand.

He smirked at her, though he did not stop what he was doing. "Equal torture in the meantime seems only fair, don't you think?"

"I suppose you're right," she allowed a touch breathlessly, before she gave an extra wriggle of her ass. He groaned again, his hand squeezing her just a bit tighter, before they both heard the sound of hooves squelching through the mud drawing up alongside them. Instantly Fili dropped his hand back down to her waist, and she straightened up, just as Kili and Lily on his pony came up abreast of Bungo.

"Gandalf's talking about the other Wizards," Kili said, sounding excited.

Lily cast Alison a significant look, knowing what it meant as well as Alison had. Lily, too, was wrapped up in Kili's extra cloak, though she wasn't pressed quite so closely to him. Alison gave a minute nod to Lily in turn, indicating that she'd noticed the conversation, even as she heard Gandalf respond to Bilbo in answer to whom the fifth Wizard was (now that she was actually paying attention again), "Well, that would be Radagast the Brown."

"Is he a great Wizard?" Bilbo asked. "Or is he more like you?"

Alison couldn't hold in her snicker at that, and Lily grinned as Gandalf looked back at Bilbo over his shoulder, bushy grey eyebrows raised. "I think he's a very great Wizard, in his own way. He's a gentle soul who prefers the company of animals to others. He keeps a watchful eye over the vast forest lands to the east. And a good thing too. For always evil will look to find a foothold in this world."

"Is he talking about Azog?" Kili looked amongst their little group with concern, squinting through the rain.

"Azog and other things, I would imagine," Lily replied softly, looking worried, and Alison suddenly recalled that this was when Sauron began to stir again. She shivered at the thought, even though she knew he wouldn't make a true appearance for quite some time.

"Are you still cold?" Fili tried to put more of his own cloak around her again, sounding concerned.

"No, not really. I'm just . . . worried, I guess," she admitted, looking at Lily again, who gave a tiny nod of understanding.

"Don't be," Fili told her, squeezing her a bit tighter. "It will be fine, I promise."

"Of course it will," Kili added, sounding brashly confident in a way that only he could.

 _If only the two of you knew._ But Alison made herself smile and nod, nonetheless, and vowed to herself that it _would_ be fine. That was what she and Lily were here for, after all.

* * *

It was the following night – which had followed a fortunately clear and rain-free day – that Alison saw the ruined, burnt-out shell of a small farmhouse as they drew to a stop for the night, Thorin shouting out as he dismounted, "We camp here for the night. Fili, Kili, look after the ponies. Make sure you stay with them."

Alison shot a sharp glance to Lily as Fili swung down off Bungo, and Lily nodded in answer as Alison moved to get off the pony as well. She let Fili help her down, not because she really needed the help anymore, but because they both enjoyed it. As soon as she and Lily were down on the ground, however, she drew her off to the side to have a private word while Thorin and Gandalf began to argue.

"Should I tell him?" Lily whispered. They had been debating this last night. There were some things they didn't want to change entirely, like Bilbo getting his sword Sting, which would happen in the troll hoard, or most importantly, Bilbo getting the Ring from Gollum. If that didn't happen, who knew what it would screw up? However, they did want Lily to appear useful to Thorin so he would listen later, when they did want to change things.

"I think you should," Alison murmured after another moment of thinking. "After he's done arguing with Gandalf. He'll still be pissed at Gandalf, plus he's still kinda pissed about your Azog vision, and I don't think he'll listen to you. But, once the trolls do show up, you can be all, 'I told you so' and he might actually start believing you."

"Okay," Lily said with a nod. "If you think that will work."

Alison had no sooner nodded than Gandalf came storming past them and the others, some of whom were still getting off their ponies and unloading their supplies before turning the ponies over to Fili and Kili. Gandalf went straight for his horse, snatching the reins out of Dori's hands.

"Everything all right?" Bilbo called as the Wizard swung up on his horse, and when he didn't answer immediately, Bilbo continued, "Gandalf, where are you going?"

"To seek the company of the only one around here who's got any sense," Gandalf snapped back.

Bilbo frowned. "And who's that?"

"Myself, Mr. Baggins! I've had enough of dwarves for one day," Gandalf retorted before he whirled his horse around and rode back the way they'd come.

"Come on, Bombur, we're hungry," Thorin said coolly.

Lily looked at Alison, who nodded, and Lily hurried over to Thorin, Alison sticking close behind for moral support. "Excuse me, Thorin, but I don't think staying here is a good idea."

Thorin glared at her. "And I suppose the Wizard put this idea into your head?"

Lily shook her head. "No, it's just, I saw a vision of three trolls burning down a farmhouse in an area that looked just like this, and then . . . eating the family that lived in it."

Alison glanced around quickly as Lily spoke to see if the others were paying attention, but they were all too busy getting camp set up and weren't close enough to hear Lily's words. Thorin, however, snorted in disbelief. "Trolls do not venture so far south. Do not be ridiculous, girl. First Azog, and now trolls? Neither is possible, and we are staying here!" With that, he stormed away in the direction of the fire Oin and Gloin were setting up.

"See?" Alison muttered. "What did I tell you?"

Lily sighed. "The stubbornness of dwarves, right? Now what?"

"For now, go help Bombur with the stew like usual," Alison told her. She grinned. "I'm going to go see Fili about getting a dagger for Bilbo. After that, we'll figure the rest out."

"You seem awfully excited about going to get a dagger," Lily observed dryly. "Do I even want to know how you plan to get it?"

"Probably not," Alison replied cheerfully. She didn't plan on asking Fili straight out for a dagger, but rather, intended to create a very enjoyable distraction while she found out where he kept them under his coat.

Lily grinned and shook her head. "Go on, then, have your fun."

"Oh, I definitely will." Alison skipped off to where Fili and Kili were tying the ponies to trees in a grassy clearing a good distance away from where the fire and main camp had been set up. Though the sun had already slipped past the horizon, the moon and stars were out, casting plenty of light for her to see by.

She sidled up to Kili where he was securing Daisy to a tree, several feet away from Fili, and gave him a disarming smile. "Say, Kili, do you mind if I relieve you from your post?"

Kili smirked. "And why would you do that? For the benefit of the ponies, or my brother?"

She let her smile turn sly. "What if I said it was for both?"

"Then I would say my brother is most fortunate." Kili sobered a little, glancing back over his shoulder. "I cannot directly defy Uncle, though. The best I can do is go collect some firewood or something and come back in a little while to help Fili for the rest of the night, or Uncle would be upset with me."

Alison smiled reassuringly at him, patting him on the shoulder. "That's fine, Kili, thank you."

He grinned at her, looking relieved. "Then I will be back in a little while. Have fun." He winked at her before trotting off in the direction of the camp.

Fili watched him go before turning to look at her, obviously intrigued. She smiled innocently at him before resuming the task she'd taken from Kili, unloading the saddles from the remaining ponies and tying them to trees, giving them a quick rub-down as well. Fili did the same with his half of the ponies, though he kept looking at her. Finally, when the task was done, she headed to a small, grassy hill off to the side of the clearing that looked out over the ponies, sitting down and patting the grass next to her.

Fili sat down, smiling at her. "And to what do I owe the unexpected pleasure of your company instead of my brother's?"

"Maybe I just wanted to spend time with the ponies," she teased him.

"Then you did not wish to be alone with me?" he asked with mock hurt, putting a hand to his chest dramatically. "I am heartbroken!"

She laughed, shoving lightly at his shoulder. "I'm sure. Or maybe, I was thinking that I hadn't asked for my favour yet."

"Oh?" Now he looked really interested, she noted with amusement. "Did you decide what you wished to ask for, then?"

"Hmm, I don't know." She tapped a finger against her chin as if she was thinking about it. Truthfully, she hadn't thought of what she wanted to ask for yet, as there were so many intriguing possibilities. But she didn't think what she was about to say would really use up her favour, anyway. "It's so hard to decide, and I don't want to waste it, but I did realize you haven't kissed me yet."

"Lass," he growled as he gripped her shoulders, spinning her to face him, his eyes blazing blue, "if you want a kiss, you have only to ask. You do not need to use your favour for that."

"That's good to know." She lifted his hands gently from her shoulders before she straddled his lap, looping her arms around his neck, her face only inches from his. His hands went to her waist, gripping tightly, as she drawled, "And if I said, 'Please, Fili, won't you kiss me?' You would say – "

"Aye, lass," he breathed in the instant before his mouth claimed hers.

He wasn't gentle, but then, neither was she. The desire that had been building up the last two and a half weeks exploded between them the instant he swept his tongue into her mouth, and she kissed him back fiercely, her arms wrapped tightly around his neck, one hand fisted into his golden hair as she pressed her body flush against the heat and strength of his, rocking slightly on his lap.

He moaned into her mouth when she did that, one of his hands sweeping up to cup the back of her head and change the angle of his kiss as he went deeper, the other gripping her ass as he pressed her hips down against his once more, causing her to moan in turn. God, she'd known she wanted him, she'd known she'd enjoy kissing him, but she hadn't expected it to be this fucking amazing. She was already throbbing for him, glorying in the feel of his arousal pressing against her core as she rocked on his lap again, and shit, did she ever want to strip him naked right here and now, starting with that coat of his.

It was the thought of his coat that penetrated her passion-fogged brain enough to remind her of her secondary purpose in initiating this, besides the fact that she'd just really, really wanted to make out with him. _Find a dagger,_ she ordered herself, though she never stopped kissing him as she drifted one hand from his neck, slipping it beneath the collar of his heavy fur coat, sliding it over his shoulder and down his chest, taking the opportunity to feel every rock-hard muscle as she did so. Another groan rumbled through him as her hand moved down, and he finally broke his mouth away from hers, panting for air before he tipped her head to the side and pressed his lips to her neck.

It was her turn to moan softly again, her hand briefly halting in its mission as he nibbled on her neck, mumbling, "Ali, _amrâlimê,_ you taste so good. And you're so soft," squeezing her ass for emphasis on the last, making her gasp this time at the lust that shot through her.

"Fili," she managed to get out as she moved her hand again, finding a dagger and sliding it, sheath and all, out of its hiding place, even as she tilted her head to give him better access as he moved down to her collarbone, the cool beads on his moustache a fascinating contrast to the golden hair tickling her skin, "as much as I want you, and God, do I, we need to stop now."

Fili groaned in disappointment this time, his mouth finally stopping its torment of her skin, though he merely rested his forehead against her neck for a moment, and didn't bother moving otherwise. "Aye, lass, I know."

Alison didn't bother to move yet, either, as she added, "Kili will be back soon." And the trolls would be here soon, too, she reminded herself, if they hadn't already stolen a pony while the two of them had been distracted.

Fili sighed heavily. "I know. And someone could come with supper at any moment." He finally lifted his head from her neck, leaning back a little, although he didn't move her off his lap just yet, either. His eyes were still that blazing blue as he met her gaze. "Mahal, Ali, that was . . . amazing. I need to get you properly alone very, _very_ soon."

"Agreed," she said fervently. She was very glad that they would be at Rivendell soon, because she was about ready to explode. Shit, she'd been very close to getting off just from that make-out session with him, which meant she was definitely very horny. And obviously, so was he, she thought wryly as she carefully lifted herself off his lap, unable to stop herself from casting an admiring glance down at the proof. She brought her gaze back up to his as she sat down next to him again, knowing that her staring wouldn't help his situation any, as she added, "We'll have to find a safe place soon."

He nodded, his gaze roving over her as if he was trying to memorize the look of her, before it stopped dead at the dagger she held in one hand now, his brows lifting. "Is that one of my daggers?"

"It is," she admitted, wondering if he'd be pissed at her for taking it.

"I hope you didn't do all this just to get one of my daggers," he said finally, but his eyes were twinkling, causing her to smile.

 _Cocky bastard._ He had to know perfectly well from her reaction that she'd wanted the kiss just as badly as he had, she thought with a smile, but nonetheless, she shook her head. "Of course not. I just thought, while I was at it, I might as well find out where you keep all your daggers and borrow one in case I need it."

He grinned, shaking his head. "Again, Ali, you have only to ask if you want something. Whether it is a dagger or a kiss, I am more than happy to oblige you."

She smiled, holding out her other hand. "In that case, can I have another one?"

His grin turned wicked, a glint of mischief showing in his eyes. "A dagger, or a kiss?"

She laughed, slapping at his knee before holding her hand out again. "A dagger, of course. I don't think another kiss would be a good idea right now."

"Why not?" Kili popped up on the other side of Fili, seemingly out of nowhere, and Ali jumped, startled.

"God, Kili!" she exclaimed as he stared at them both with a shit-eating grin on his face. "Could you make some noise next time you do that?!"

Fili simply sighed at his brother, rolling his eyes before he produced another dagger and handed it to Alison, while Kili's grin widened. "But if I did, I wouldn't hear such interesting conversation! Now why do you not think it a good idea to kiss Fili again?"

Alison laughed, getting to her feet as she tucked the two daggers through the belt loops of her jeans. "Because we very obviously can't get any privacy around here. Now I'm going to go see if the stew is ready." She backed away from the two of them as Kili tossed himself down on the grass next to Fili. She smiled at Fili, giving him a little wave as she went. "Thank you, Fili."

His eyes were warm as he smiled back. "You're most welcome, lass."

Kili, of course, just had to chime in. "What exactly are you thanking him for?"

Before Alison could answer, Fili tackled his brother, and they rolled around on the grass, playfully punching at each other. She grinned, shaking her head, and made her way back to camp, leaving them to it.

She just had time to hand over one dagger to Lily for safekeeping and wolf down a bowl of stew before she overheard Bilbo say to Bofur as he stood stirring the pot, "He's been gone a long time."

Bofur looked at Bilbo, clearly confused. "Who?"

"Gandalf," Bilbo said impatiently.

Bofur shrugged, clearly not concerned. "He's a Wizard. He does as he chooses." He ladled some stew into two bowls, handing them over to Bilbo. "Here, do us a favour. Take this to the lads."

Alison turned to Lily and hissed, "Stay here. I'm going to go with Bilbo and make sure he gets a dagger before he goes to let the ponies loose."

"And then what?" Lily whispered back. "We probably shouldn't interfere too much, because it'll be dangerous, and if we do, Bilbo won't get to start proving himself."

Alison nodded thoughtfully. "You're right. Hmm, let's see. How about this; I'll come back with the brothers to warn everyone, and we'll stay here while they go to help Bilbo, since they'll likely insist on it anyway."

"You want to stay here?" Lily asked doubtfully, causing Alison to grin. Really, Lily did know her better than anyone.

"Just until Bilbo has a chance to start distracting the trolls. Then, we'll pretend we got tired of waiting or worried and we'll sneak in to start cutting the dwarves loose while Bilbo distracts them. That'll make us look useful too. Sound like a plan?" She was already getting to her feet as she whispered this, and Lily sighed, nodding and waving her hand, obviously knowing that Alison's mind was already made up.

Alison grinned, hurrying after Bilbo and catching up to him when he was halfway to the ponies. "Hey, Bilbo, mind if I help you?" She held out a hand, and Bilbo willingly put one of the wooden bowls into it.

"If you would like to, certainly." He grinned at her, that cheeky Bilbo grin that he had so far only directed at her or Lily, obviously not comfortable enough with the dwarves to do so just yet. "Not that I really need much help carrying two bowls, though." He gave her a pointed look as if to say he knew exactly why she was coming along, and it wasn't to help him. She shrugged and smiled, letting him think exactly what he liked.

It was only a moment later that they reached the hill where Alison had left Fili and Kili, and as she'd expected, neither paid attention as she and Bilbo approached, nor reached to take the bowls they offered.

"What's the matter?" Bilbo asked, looking between the two brothers and the still-unclaimed bowls of stew.

Still without looking at them, Kili replied, "We're supposed to be looking after the ponies."

"Only we've encountered a slight problem." Fili finally looked at Alison a little sheepishly as he added, "It probably happened not long after you left us."

"We had sixteen ponies," Kili explained, still staring at the ponies.

"Now there's fourteen," Fili added with a sigh.

"Are you sure?" Alison asked, injecting as much surprise into her voice as she could, though of course she knew they were.

"Perhaps if we count again," Bilbo offered.

They did, but of course the outcome was the same; Kili shook his head at the end. "Daisy and Bungo are missing."

"Poor ponies," Alison murmured softly – and sincerely, since she knew they had to be terrified, being carted away by trolls.

"That's not good," Bilbo added with a nervous laugh. "That is not good at all. Shouldn't we tell Thorin?"

"Uh, no," Fili said hastily. "Let's not worry him."

"As our official burglar, we thought you might like to look into it," Kili said hopefully, both of them looking as if they'd rather walk over hot coals than tell Thorin they hadn't been paying attention.

"Well, uh – " Bilbo glanced around for inspiration, then pointed with his empty hand to a tree that looked like it had been snapped in half. Alison was a little relieved to note it was a tree that had been perfectly normal when she left. She held out her empty hand, and Bilbo put the other bowl in it as he scrambled over to the tree, pointing at it and another one a little farther along, "Look, something big uprooted these trees."

"That was our thinking," Fili said with a nod.

"It's something very big and possibly quite dangerous," Bilbo went on, glancing around with worry.

"Um, would this be a good time to point out that Lily mentioned to your Uncle she'd had a vision about trolls?" Alison offered meekly, deciding she might as well speak up. Three heads whipped around to stare at her, and she went on hastily, "Just that she'd seen them burn down that farmhouse. She didn't know if they were still here or not, but she thought it might be a good idea to move on anyway. But your Uncle –" she shrugged.

"Didn't believe her?" Kili finished wryly, and Alison nodded.

"Trolls, though?" Fili frowned. "Surely not, they don't come this far south."

"That's what your Uncle said, but, well –" she gestured at the destroyed trees with one of the bowls and shrugged.

Fili and Kili turned to look at the trees again, and then suddenly, Fili was hurrying forward, everyone following him as he went deeper into the trees beyond the clearing where the ponies stood. "Hey," he whispered as he crouched down and pointed ahead through the tangle of trees, "there's a light." He jerked his head at them, hissing, "Over here. Stay down."

Alison set the bowls down on the log she remembered Bilbo using before she hurried after the others, crouching down next to Fili, who pulled her in close to his side as they all moved forward, staying low to the ground until they hid behind a tree, staring at the glow of firelight in the distance. At this point, even Alison could hear the grunting and booming laughter in the distance, and she shivered, finally realizing that the trolls were really there and this was all, in fact, _real_.

"What is it?" Bilbo whispered anxiously.

"It is trolls," Kili hissed in disbelief, and they all three looked at Alison again.

"Well, Lily's not usually wrong," she offered lamely, smiling weakly up at Fili. He was frowning, that calculating look in his eyes again, but Kili jerked his head at him at that moment and the two hurried forward.

Alison went after them, not about to be left behind when she knew what was coming, and Bilbo moved to follow, then looked at her empty hands. She pointed back to the log, a little exasperated, and Bilbo scrambled back, grabbing the bowls before following after them.

Fili and Kili had crouched behind another tree up ahead just as she and Bilbo reached them, and Alison felt the ground rumbling under her feet at that precise moment. Fili grabbed her arm, jerking her against his chest as he pressed himself to the tree, and Bilbo just managed to squeeze himself in next to Kili as a troll went lumbering by, a pony under each arm.

Alison stared at the troll in horror as it went by. It was fucking _huge._ It had to be at least three stories high, if not bigger, and it was carrying the ponies like they weighed no more than Chihuahuas would to her. It was one thing to see that on a movie screen, but another thing entirely to see it in real life, and know it could really stomp on you or eat you. "Oh my God," she hissed under her breath, trying not to panic. She didn't normally think of herself as a coward, but that was an _actual fucking monster_ right there.

Fili wrapped his arm more tightly around her, squeezing her gently as he murmured, "Don't worry, you'll be fine. We'll protect you and your sister."

"He's got Myrtle and Minty," Bilbo hissed before Alison could reply, although she did feel strangely comforted by Fili's embrace and words. "I think they're gonna eat them. We have to do something!"

Alison could feel Fili's head nodding above her as Kili also enthusiastically nodded at Bilbo, saying, "Yes, _you_ should." He stood up and moved to take his bowl from Bilbo, who was staring at him bug-eyed. "Mountain trolls are slow and stupid, and you're so small, they'll never see you." Bilbo was shaking his head and trying to make words, but Kili went on mercilessly, "It's perfectly safe. We'll be right behind you."

Fili gently set Alison off to the side, though he took one of her hands in his and tugged her along behind him as he moved to grab the other bowl from Bilbo, adding, "If you run into trouble, hoot twice like a barn owl and once like a brown owl."

"Wait!" Alison exclaimed as Fili went to tug her away and Kili went to push Bilbo. All three froze, looking to her again. "Maybe I should go with Bilbo?" she offered, mostly to test the waters. She wasn't so sure she was actually brave enough to sneak in there with just Bilbo, but she was curious to see how the brothers would react to the idea, and she thought it might make Bilbo feel better.

Fili whirled to look at her, his eyes lighting with fury. "Absolutely not!" he snarled, his hand tightening on hers almost hard enough to bruise.

"Uh, that is," Kili jumped in before Alison could answer, because now she was starting to feel like she might go with Bilbo just to spite Fili, "the trolls won't notice Bilbo, but they _will_ notice you, so it's not a good idea. They're supposed to be . . . partial to the flesh of women."

"What?!" Alison hissed in disgust. She'd never heard that before, but then she supposed they hadn't had a woman with them in the story. "Ew! Well, in that case," she took the remaining dagger out of her belt loop and held it out to Bilbo, "you should take this. You might need it."

"A-all right." Bilbo looked thoroughly confused by the turn of events, but he took the dagger before Kili pushed him towards the light, and Fili, who had not yet let go of her hand, turned in the opposite direction and began pulling her back to camp.

"Fili!" she hissed at him as he steam-rolled along in the direction of the camp, still holding tightly to her right hand. He'd apparently forgotten entirely about the bowl of food he held in his other hand, though Kili was eating his as he trotted along beside them.

"What?" he growled, sounding – and looking – rather Thorin-like as a muscle ticked in his jaw. He didn't even look in her direction.

"You can let go of me now," she pointed out. "I am heading back to camp with you."

"Yes, you are!" He didn't bother to let go of her hand or slow down in the slightest, however, as she hurried along trying to keep up to him. He glanced quickly at her, his eyes blazing in an entirely different fashion now, before looking ahead again. "What were you thinking, offering to sneak in there with Bilbo?! Do you know how dangerous that would have been?!"

"It's dangerous for Bilbo too," she muttered rebelliously, torn between being annoyed with Fili over his high-handed maleness and feeling guilty for making him so angry when she'd had every intention of going back to camp in the first place. He shot her another freezing glare, and she added hastily, "But I didn't know about trolls liking to eat women especially, or I wouldn't have offered. Ugh." She shuddered at the thought.

His face softened at that, and his iron grip on her hand relaxed, though he still didn't let her go completely. "Good. Just . . . don't offer to throw yourself into danger like that again, okay? I haven't given you nearly enough lessons for that yet, and the quest will be dangerous enough as it is without you offering to put yourself in danger."

Well, now she felt just plain guilty, Alison thought with a sigh. He sounded really worried about her now, and that completely melted away her annoyance with him. "Okay, I won't offer to throw myself into danger again," she promised him. She'd just plain do it, without offering, that's all. It wouldn't be a lie.

"Thank you," Fili murmured, smiling over at her, his anger apparently gone as well, and she nodded, trying to prevent the sudden blush that she felt. Friends could be worried about each other's safety, couldn't they? This was fine.

By this point, they'd reached the campsite, though Kili had gotten there ahead of them, having trotted on faster once he'd eaten his food, and was already shouting about trolls taking the ponies and Bilbo sneaking in to try to free the ponies.

The dwarves were shooting to their feet, rounding up their weapons as Thorin stared at Kili for a long moment. "Trolls?" he repeated, shooting a glance at Lily, who shrugged in an 'I-told-you-so-didn't-I?' manner.

"Trolls, Uncle," Fili confirmed. He'd dropped Alison's hand once they got to camp, and moved over to Thorin, continuing, "Kili and I saw them. There are three of them, and they were carrying the ponies away to eat."

"Then we will eliminate them before they can do so," Thorin declared. He glared pointedly at Lily and Alison, who had just reached Lily's side. "You two will remain here. The rest of you, with me. Kili, lead us to the trolls."

"Of course, Uncle." Kili turned and ran back in the direction they'd come, Thorin and the other dwarves streaming after him. Fili hesitated, glancing back at Alison. "You will stay here, right?"

"Of course we will," Alison said. _For now._ "I don't really want to get eaten."

Fili frowned, looking at her in the same doubtful manner Lily had earlier. "You're really just going to stay without arguing?"

Alison bit firmly on the inside of her cheek to keep from grinning. It appeared Fili already knew her well enough to be suspicious of how easily she'd agreed to Thorin's decree. "Yes, I am," she repeated, managing to keep her tone even. "We'll wait here for you, so you'd better hurry before your Uncle notices you're missing."

Fili glanced behind him, clearly seeing how far away the others were, and looked back, nodding. "All right, as long as you promise to stay here. We'll be back." With that, he turned and raced after the others.

Once he was out of earshot, Lily sighed, shaking her head. "You don't feel bad for lying?"

"It's not a lie," Alison defended herself, though she couldn't help grinning. "We are staying here for now. It's just that later, once they fail to come back, we'll get worried and have to go looking to see what happened." She fluttered her lashes innocently at Lily, in much the same fashion she planned to use on Fili later.

Lily laughed, though she shook her head again. "Poor Fili. He knows you well enough to be suspicious that you agreed so easily, but he doesn't know you planned to stay here all along only to follow them later. So is the plan still to go cut them out while Bilbo distracts the trolls?" She lifted the dagger Alison had given her earlier, waving it.

"Actually, I'm going to change the plan a little. Apparently, the trolls really like 'the flesh of women'," she shuddered again, "so you're going to cut them out while I distract the trolls more, just in case. I'll climb up a tree and throw rocks at them. Hopefully, between that and Bilbo, they'll never notice you."

Lily frowned at her. "That doesn't sound like a good idea. What if they notice _you_?"

"They won't. I'll find a really good tree to hide in," Alison said, with a confidence she didn't exactly feel.

Lily's frown deepened. "I still don't like it. Why can't we wait here? This time around, they'll be fine without us."

"Yes, probably, but we need to look a little useful. And besides, what if it doesn't go the way it's supposed to? I gave Bilbo that dagger he's not supposed to have, what if it butterfly effects things and messes everything up?" Alison hadn't really thought about it before, but what if their being here really started to change things? She didn't think that giving Bilbo the dagger would change much; he would have been able to cut out the ponies without trying to take that weapon from the troll, but the trolls would've noticed him as soon as the ponies started to escape, and likely caught him in roughly the same fashion, and Bilbo probably would drop the dagger and Kili would jump out as before. But what if that didn't happen, and she'd messed something up? She couldn't bear if it she got any of the dwarves – or Bilbo – killed when they weren't supposed to be, or before they were supposed to be.

Lily sighed. "I really don't think that one little dagger will change anything, but if you're really worried, maybe we should go hide and see what's happening. Somewhere downwind or something, after the fight's done, anyway, and then we'll move in to help when the time is right."

Alison hugged her fiercely. "Thank you, Lil."

Lily pushed her off, laughing. "Yeah, yeah, you're welcome."

They waited what they thought was an appropriate amount of time for the fight to finish and the dwarves to be tied up before they made their way out of the camp and towards the trolls' camp. Alison led Lily to the same spot she'd hidden with the others before, and then they crept carefully through the trees until they were close enough to see everything.

Fortunately, they seemed to have timed everything appropriately well, for they got within earshot soon enough to see Bilbo hopping forward in his sack, saying, "I meant with the uh, seasoning."

"What about the seasoning?" one of the trolls demanded.

Alison was vastly relieved, as she studied the clearing, to see that everything appeared to be going exactly as it was supposed to be. Half the dwarves were tied up in sacks with Bilbo, piled over by a rock, while the other half were turning on the spit in their underwear above the fire. All of them seemed to be completely fine, and Bilbo was distracting the trolls as planned until the sun came up and they would turn to stone, as he continued, "Well, have you smelt them? You're gonna need something stronger than sage before you plate this lot up."

While the dwarves started shouting at Bilbo, Alison gestured to the dagger Lily had tucked through her own belt loop. "Take that, keep to the trees and make your way over to the dwarves, start cutting them loose. I'll get myself some rocks and climb up a tree."

Lily nodded doubtfully, but she began creeping through the trees as Alison hastily stuffed her jeans pockets with small rocks, picked out a large, bushy tree, and scaled its branches until she'd reached a decent height. By this time, one of the trolls was talking about grabbing its filleting knife, after Bilbo's ill-conceived advice about skinning dwarves to cook them properly, so Alison flung a rock as hard as she could. The first one missed, and so did the second one.

By this point, she'd spotted Lily crouching by the sacks, cutting the rope on Thorin's, and so she gritted her teeth and carefully aimed the third one, finally succeeding in pinging it off a troll's chest just before they were going to grab Bombur. "Hey!" the troll protested as she pinged a second one off it. "Tom, quit throwing rocks at me!"

"I ain't throwing rocks!" 'Tom' protested. Alison bounced one off him for good measure. "It must be William!"

"It ain't me," the other troll protested. Alison threw two more, so caught up that she didn't notice the wind had shifted. She glanced down at the sacks again, pleased that Thorin was free and had apparently taken the dagger and made Lily hide again, working to cut Kili free next.

"I smell something sweet!" a voice suddenly boomed much too close by, and Alison whirled toward the noise, only to see a troll standing directly in front of her tree.

 _Oh shit! Fuck fuck fuck! Why did I stop watching them?!_ She moved to scramble down the tree, but she wasn't fast enough. A massive hand shot out and plucked her right out of the tree, and she couldn't stop herself from shrieking in terror as the troll pulled her triumphantly out.

"What have ya got there, William?" one of the other trolls boomed as the one holding her swung back to the others, grinning widely as it held her tightly in its hand while she struggled.

"Some woman-flesh for dessert," William answered, leering at her.

"Oh, fuck you." She spat in his face, entirely unsure of where her bravado came from, but instantly regretting it as the troll squeezed her hard and she couldn't keep from screaming in pain.

"Ali!" She heard two simultaneous, terrified shouts of her name, one that she was sure was Lily, out from her hiding spot, and the other that she knew had to be Fili. And all she could think, as the troll lifted her higher above its mouth, was that she was going to die, and they would eat Lily right after, and then who would save Fili, Kili and Thorin?

 _I fucked this up big time._ She squeezed her eyes shut as the troll's mouth came closer, and prayed to whatever god was listening that it would be quick.


	5. Treasure

_A/N: Well, I didn't finish this last weekend like I'd hoped, as things ended up quite busy and I only got it half-written, but it's still up within a month so I think I'm doing okay!_

 _This is another split POV, and is Hobbit plot-heavy, but I tried to put in as much originality as I could while still addressing the major plot points that I needed to. Next chapter will have a lot more original stuff and some smexy fun times too ;). Anyway, hope everybody enjoys this one!_

 _Thanks to everyone who has favorited and followed so far, I'm glad you're all enjoying it!_

 _Extra special thanks to my awesome reviewers of last chapter: Fictional Quintessence, Moira Starsong, amrawo, amber. , guest, and anonymityforthedreamer. I love hearing from you guys, it makes my day!_

 ** _Please review everyone, it encourages faster writing!_**

 _Disclaimer: Don't own anything you recognize, just my characters, and seriously, don't read this if you don't like swearing or mature themes._

Chapter 5: Treasure

Fili had never been so terrified in his entire life. Kili had caused him a few moments of heart-stopping terror throughout their lives, it was true, but nothing like this. And when the trolls had first captured them, he'd felt a little terrified, but mostly just angry and determined to get free. The terror had increased some as the night had worn on and none of them had been able to get free, and he'd worried mostly that he would be made to go last and forced to watch his uncle or brother die first. But none of that compared to what he felt when the troll found Alison in the tree and pulled her out, or when she spat in the troll's face (he'd been briefly proud of her for that) and the troll had squeezed her tightly, causing her to scream and his heart to stop completely, along with the very blood in his veins by the feel of it.

And the worst part of all this? He was completely helpless and incapable of protecting her at this moment. As soon as he'd seen that the trolls had her, he'd tried to get up and wriggle free, but Uncle had barked orders and in the next moment, Bombur and Balin had rolled on top of him, keeping him flattened to the ground. Kili, free from his sack, had looked at Fili in sympathy, as he knew precisely how Fili felt about Alison, but he hadn't moved to free him either, and Fili knew why. He would have done the same in his brother's position – he was weaponless and in no condition to take on three trolls.

Still, that did not stop him from trying to squirm out from under the other dwarves, or screaming insults and death threats in Khuzdul at the trolls. What else was he to do, when he felt as though he couldn't breathe, as though his heart might be ripped from his chest? Surely Mahal would not have allowed him to meet his One, only to take her away so soon, would He?

Fili didn't want to believe it – mostly because he thought it might destroy him – but as Alison got closer to the troll's mouth, and his shouts got louder and more desperate, along with the combined shouts of the other dwarves, his faith was beginning to crumble, along with his world.

Amazingly, it was the hobbit's shout that rang out above all the others. "WAIT! Not that one! She's infected!"

Mercifully, the troll's hand stopped moving, leaving Alison still dangling in the air near its face as it turned to look at Bilbo, frowning, and Fili let out a shaky breath at the temporary reprieve. "You what?" The troll stared at the hobbit.

"Yeah, she's got worms in her tubes," Bilbo improvised hastily, and Fili felt an overwhelming swell of gratitude for the hobbit's clever presence.

"Eww!" The troll flung Alison through the air, and she landed heavily on top of Kili, who'd quickly slipped back inside his sack along with Uncle at the first sign the trolls were paying attention to them again.

Fili felt his heart start beating within his chest again as his One sat up, looking a little dazed and shaky, but otherwise none the worse for wear. He could hear a soft, relieved cry behind him that he knew came from Lily, but it was followed quickly by Uncle's hissed command for her to remain hidden in the trees. Fili, for his part, renewed his struggles, snarling at Bombur and Balin, "Get off!" She might no longer be held by the trolls, but Fili would not feel better until he held her himself.

"Nay, lad," Balin whispered apologetically, "not yet."

Fili scowled at Balin, but gave up for the moment as Bilbo continued on, "In fact, they all have. They're infested with parasites. It's a terrible business. I wouldn't risk it. I really wouldn't."

"Parasites? Did he say parasites?" Oin bellowed from his position on the other side of Uncle.

"He did! We don't have parasites. You have parasites!" Kili exclaimed from beneath Alison.

Fili levelled his brother with an incredulous stare, mouthing an angry _shut up_ at him. Did he really not realize what Bilbo was doing, or that the hobbit had just saved Alison's life?

Bilbo, for his part, was rolling his eyes in exasperation as the other dwarves on the spit above the fire took up Kili's cry, but Uncle, it seemed, had realized the same thing Fili had, for he swiftly kicked Kili and glared at everyone. Suddenly, everyone else seemed to realize what Bilbo was doing as well, and quickly began changing their tunes, each proclaiming loudly that they were riddled with huge parasites. Fili could not help but snort as his little brother's cry emerged as the loudest.

One of the trolls, presumably the brightest of the bunch, walked towards Bilbo, looking at him suspiciously. "What would you have us do, then? Let them all go?"

Bilbo tilted his head, giving as much of a shrug as he could, still tied in the sack. "Well . . ."

"You think I don't know what you're up to?" The troll snarled, glaring at Bilbo before turning back to the others. "This little ferret is taking us for fools."

"Ferret?" Bilbo exclaimed indignantly.

"Fools?" One of the other trolls added.

It was at that moment that Fili, still pinned beneath the other dwarves, spotted Gandalf atop an immense boulder, staff in hand, as the Wizard boomed, "The dawn will take you all!"

"Who's that?" said one troll, as they all squinted at Gandalf.

"No idea," said another.

"Can we eat him too?" the third asked.

But Gandalf had stepped to the side and brought his staff down with an immense crack, splitting the boulder cleanly in two, letting the blinding rays of the sunrise stream into the clearing and onto the trolls. The trolls began to scream and groan as they tried to shield their eyes, skin sizzling as the sunlight poured over it, but it was too late. Within seconds, the trolls were frozen into stone, still gathered around the fire.

Fili was so relieved that he took up the cheer with the other dwarves, some of them laughing as well, and Lily launched by him, tackling Alison to the ground in a hug. "You moron!" Lily cried tearfully, making Fili smile as Alison returned the embrace, assuring her sister that she was fine.

"Now will you move?" Fili asked again, staring pointedly at Balin and Bombur.

Balin smiled. "Aye, lad, now that the danger is past." He rolled off Fili as Uncle and Kili threw off their sacks and began to move to help the others get free.

"Sorry," Bombur added sheepishly as he, too, rolled off.

"It's fine," Fili reassured him, "I understand." An order was an order, after all, and they were all safe now.

Kili had grabbed a dagger off the pile of weapons and clothing they'd been forced to remove earlier, and now he moved over to Fili, carefully cutting the rope that left him stuck in the sack, while Uncle went to free Balin with the dagger he'd taken from Lily after she'd freed him earlier. Gandalf had put out the fire below the other dwarves; how, Fili had no idea, and was helping cut them free as well.

"I'm sorry, Fee," Kili murmured as he finished cutting through the rope, looking a little ashamed.

"For not helping me put myself in danger?" Fili asked with a smile as he pushed the sack off, getting to his feet. Any rage he'd felt at being restrained had vanished the moment they were all safe. "Don't be, I would have done the same thing in your position." He pulled Kili into a fierce hug, which his little brother returned, before he leaned back to study him. "You're not hurt, are you?"

Kili shook his head, smiling, as he thumped Fili on the shoulder. "I'm fine. Go." He jerked his head behind him, where the sisters had finished their own reunion and were heading over to the fire to help Gandalf. "You know you want to."

"Thanks, Kee." Fili ruffled his brother's hair before he dashed around him, catching Alison before she'd made it to the fire, letting Lily go on ahead. He turned her to him with a gentle, but firm grip on her shoulders, and let his gaze sweep over her quickly, looking for any sign of obvious injury before he met her eyes. "Are you all right?" he demanded anxiously, not quite able to keep the worry from his voice, no matter what he'd promised Lily about keeping things between them light for now.

"Of course." She gave him a bright smile, but he wasn't fooled, able to see that it wasn't quite reaching her eyes, which still held traces of fear. He slid his hands down her arms, feeling the slight tremble in her hands as he reached them, before he squeezed them gently in his own.

"No, you're not," he corrected her softly. "I saw the troll squeeze you. I heard you scream in pain." A sound that he was quite certain would haunt his nightmares from now on.

She gave a little shrug. "Well, I guess I'm a little sore and bruised, but other than that, I'm all in one piece, right?" He could tell she was trying to make a joke out of it, but he could hear the slight waver in her voice towards the end, and it was all he needed to hear.

He pulled her against him, wrapping his arms around her, cradling her head against his chest, though he didn't squeeze her as tightly as he might have otherwise, knowing she was sore. "Ali, _amrâlimê,_ I thought you were going to die. You shouldn't have been so reckless, what if –"

She let out a shuddering breath against his chest, and pushed slightly back, looking up at him with a pleading gaze. "Can we not do this right now? The scolding part? You can yell at me later, if you want, just . . . not right now."

Seeing the vulnerability in her green eyes – something he had never seen prior to now – made him stop what he'd been about to say, and he nodded. If he'd been terrified, he could only imagine how she must have felt, being the one about to die, and he knew she'd been forcing herself to be strong for her sister. If she trusted him enough to show him this vulnerability she felt, he would not do anything to ruin it. He pulled her back against his chest, burying his face in her hair and stroking her back as he murmured, "I've got you. You're safe now. All in one piece, like you said. I'd like to keep you that way."

She gave a muffled laugh at that, pushing him back again to look up at him, her eyes sparkling now with mischief. It seemed he'd managed to say the right thing to bring her back to herself. "I'm sure you would like me all in one piece," she told him, poking him lightly in the chest. "What does that mean, anyway, what you called me earlier? Amra – amra – whatever that was? You called me that before, too."

Aye, he had, the last time she'd been in his arms, during that kiss that had fired his blood more than any other he'd experienced before. He hadn't meant to consciously say it either time, for it revealed far more of his feelings than he wanted her to know yet. Still, he managed to give her a teasing smile as he said, "I can't tell you." It was true enough; Khuzdul was meant to be a secret language, not shared with outsiders, and Fili had not received permission from Uncle to teach it to her.

"What?" she protested, giving him a little shove. "That's not fair! Please, Fili, tell me?" She gave him a pleading look, clasping her hands in front of her dramatically.

He shook his head, smiling. "No."

"I'll give you a kiss," she purred in a low tone that tightened his body immediately.

 _Mahal._ He would have kissed her already, rather than embrace her, had he not been painfully aware that Uncle was watching. He would already have enough to explain as it was. Still, he was horribly tempted to take her up on her offer, even if he had no desire to tell her what it meant yet. He shook his head again. "I really can't," he told her with no little regret. "Khuzdul is a secret language. We are forbidden to share it without permission."

"Oh." Her face fell a little before it brightened. "Will you be able to tell me when you get permission?"

He nodded. "One day, when Uncle grants me permission, I will tell you." _Only when I am certain you are ready to hear it, that is._

She had opened her mouth, about to say something more, when Uncle's shout interrupted her. "There is a cave nearby! Everyone, we must search for the cave! Ori, stay with the ponies."

Ori nodded, while Alison's face lit up once more. "That means treasure, right?" she asked, eyes gleaming. "Trolls hoard treasure, don't they?"

Fili grinned, surprised at her sudden enthusiasm. "Aye, they do."

"Then we have to go find it, come on!" She whirled and ran past the fire, towards the far edge of the clearing where the others were heading to search the trees beyond the trolls' camp for the cave. "Lily! Treasure cave!" she bellowed as she went.

This was followed by a muffled shout in the distance of, "I know!"

Fili grinned, shaking his head as he went over to where his clothes and weapons had been left, the others having already dressed. He quickly dressed himself and equipped his weapons before he headed in the direction Alison had run just moments ago. He halted when Uncle stepped suddenly in front of him, holding up a hand to stop him from following the others immediately. "Do you have something to tell me, Fili?" he asked evenly. "Your dalliances are one thing, but your actions towards that girl seem to be another thing entirely."

Fili froze for a moment, searching for words. He hadn't expected his uncle to confront him so soon. He glanced over his uncle's shoulder, making sure Alison was well out of earshot. "I suppose I do have something to tell you," he admitted.

"Well?" Uncle pressed, crossing his arms over his chest when Fili didn't immediately reply.

Fili let out a sigh. He knew he didn't care about Alison being half-human, but he could not be certain how his uncle would feel about it. "Alison is – she's my One."

Uncle recoiled as if Fili had struck him, looking astonished as he stared, mouth agape. "Are you certain?" he demanded after a long moment.

Fili nodded. "Absolutely certain. I asked Gloin how he felt when he met his One, and everything he told me was the exact same as my feelings for Alison."

His uncle sighed, pinching the bridge of his nose. "She is half of the race of Men, Fili."

"I know that," Fili retorted, feeling indignation rising in him. "I do not care. And even if you do," he held up his hand to forestall his uncle's reply, "it does not matter. She is my One, and nothing you or I or anyone does can change that. Besides, she is half-dwarf as well." When Uncle did not immediately respond, Fili added in a softer tone, "Do you dislike her so much?" He hoped not; he might not need his uncle's approval, but he did want it.

"No," Uncle said at last, "I do not dislike her. They have both proven themselves to be useful, these past few weeks. Besides their help with the cooking and sewing, your Alison is remarkably skilled with the ponies. I doubt they have ever had better care. And the seer – it appears she is as she claims to be."

Fili nodded, trying to suppress his elation. Despite what his uncle had just said, he had the feeling he wasn't entirely out of the woods yet. "She told you that there might be trolls around here, and she was right." When Uncle looked at him in surprise, Fili added, "Alison told me."

His uncle gave a wry smile. "Of course she did. Well, if her younger sister was right about that, she may very well be right about . . . Azog. As much as I might wish it otherwise." Even Fili could see the trace of fear in his uncle's dark gaze as he said this, and it made his own heart twist with fear. If Uncle was afraid, how could he not be? "And if she is right, it would serve us well to keep them both around, to discover what else she might be able to see about our quest. But –" he held up his hand again when Fili started to smile – "I will reserve judgment on your One for now, until I have come to know her better. And they may only continue if you promise she will not distract you unduly from the quest."

"I swear, Uncle," Fili said hastily, hand over his heart. "I want to reclaim Erebor just as much as you do."

His uncle's gaze softened at that, and he smiled. "I know you do. They may continue to accompany us, then. After all, they did come back to help, risking their lives when they did not have to. And if your One continues to prove herself worthy, you will have my approval – eventually."

Fili couldn't help himself as he hugged his uncle fiercely, his elation was so great at how well the discussion had gone. "Thank you, Irak'Adad."

Uncle squeezed him back briefly, patting Fili's back before he pulled away. "You're welcome, irakdashat. But as I said, I am still reserving judgment for now. Does she know she is your One?"

Fili shook his head. "She doesn't know about dwarves having Ones, and I'd prefer to keep it that way for now." Before he could explain why, they heard Dwalin shout from somewhere up ahead, "We found it!"

"I'll explain later," Fili said when his uncle turned from Dwalin's shout to look back at him with raised brows. "But for now, Uncle, can you please not say anything about it to her? And ask the others not to, as well?"

Uncle studied him for a long moment before nodding. "Very well, if that is what you wish. Now let us go see what there is to find in this troll-hoard."

Fili nodded, hurrying after his uncle as they went to join the others in searching the cave for whatever treasure it might contain.

* * *

Alison was buzzing with excitement at the mouth of the troll-cave, in spite of the ungodly stench coming from it. It did reek something awful, but it wasn't much worse than the time they'd done a cow autopsy in the clinic in the middle of July. And it certainly wasn't enough to stop her from exploring an actual treasure cave in real life instead of just in a game.

"Come on, Lil," she exclaimed, bouncing on her toes as Lily finally caught up to her, as she'd initially gone searching in another direction. "Let's go in!"

Lily wrinkled her nose. "Do we have to?" she asked even as Dwalin bellowed at the top of his lungs that they'd found the cave for the benefit of the others still searching.

Alison frowned. "Well I guess you don't, if you really want to pass up the chance to search for actual treasure. I'm going in, though." She pointed firmly at the cave.

"Me too," Kili declared cheerfully as he popped up behind Lily, who jumped, blushing. He looked around with a brief frown. "Where's Fili?"

Alison frowned, having just realized in her excitement over the treasure that Fili hadn't followed her after he'd comforted her yet again. He really was amazingly good at it; he'd somehow managed to easily cheer her up and chase away her lingering fear and shock after her near-death experience. Just his embrace and his assurance that she was safe – along with his concern over what had happened – had been enough to bring her out of it. Even as she firmly reassured herself that his concern was just that of a friend, and no more. After all, he hadn't made any sappy declarations along with his concern, and she was quite fine with that. But she had thought he was right behind her when she'd raced off to find the cave.

"I don't know," she said at last, looking all around and still not seeing him in the clearing in front of the rough-hewn entrance to the cave, nearly hidden in the hill. "I thought he was right behind me."

Kili shrugged. "Well, I don't see Uncle either; they must be talking about something. Come on, let's go in!"

Alison grinned as he ran into the cave, moving to follow with him with a questioning glance back at Lily, who sighed, pinched her nose shut, and followed. They went deeper into the cave, passing the pile of coins and the weapons racks that the others would search, until they found two large chests in the back, along with more racks of weapons.

Alison raced towards the first chest, thrilled at the discovery as she reached it. "Sweet Jesus, Lil, it's an actual chest!" She flipped the lid, only to find it overflowing with gold coins, loose jewels, and golden objects like chalices. "Full of actual fucking treasure! Do you see this?"

Lily had reached the other chest, flipping it open to find a similar pile of treasure as Kili moved farther beyond, checking out the weapons. "I see it." She threw Alison an impish glance. "No mimics, either."

Alison laughed. "No, perfectly safe. This is amazing! Look at this!" She dug through the chest, letting the coins spill through her hands, picking up some of the more unusual items, putting others down.

"Are you certain you're only half-dwarf?" a familiar voice rumbled behind her.

Alison turned around to see Fili behind her, decked out in his fur coat, tunic and trousers once more, hands tucked behind his back as he smiled at her. "I'm positive," she told him as she heard Kili calling to Lily behind her to come look at something, while she could see beyond Fili, towards the mouth of the cave, that Gloin and Nori were making their "long-term deposit". "For me, it's as much about the exploring and finding the treasure as it is about the treasure itself."

"Oh." He gave a sigh, looking slightly mournful, though the mischievous twinkle in his eyes spoiled the effect. "Then does that mean you would not want treasure that somebody else found for you?"

She raised her eyebrows, realizing that his hands were still behind his back. "I didn't say that! What did you find?" She hurried forward, trying to go around him to see what he was hiding, but he stepped quickly, keeping his body between her and whatever he held as he shook his head.

"No, I'd better go put it back," he said with a dramatic sigh. "You'll want to find it yourself, I'm sure."

"Fili, come on, give it here!" she exclaimed, unable to stifle a laugh as he shook his head again, dancing away from her when she tried to get behind him once more. "Don't make me jump on you," she threatened him when he simply shook his head, smiling at her.

His grin widened. "Was that supposed to be a threat? Because I assure you, I would not mind at all if you chose to jump on me."

The sudden heat in his blue eyes sent a tingle down her spine, even as she thought, _Touché._ It really wasn't much of a threat, but she knew what would be. "Hmm. You're right. What if I said I would refuse to kiss you for a week if you don't show me what you found?" Not that she'd actually follow through on that threat, but she doubted he'd call her bluff on it.

"Well in that case, I suppose I have no choice." He grinned at her as he took his hands out from behind his back, laying the item out across both his palms. It was a sword, larger than Bilbo's Sting, but still more slender and a bit shorter than the ones that Fili wielded, safely tucked in an ornate blue-and-silver sheath with patterns of vines and flowers twisting around it. The hilt was very similar to Sting's, except it was a sapphire blue to match the sheath, instead of brown, with more silver vines patterned into it. It was quite simply the most beautiful weapon she'd ever seen, in real life or otherwise.

"Fili," she breathed, staring in wonder at the sword, which he'd obviously cleaned off before bringing to her. "Is that really for me?"

He nodded, taking the sword in one hand so he could reach out with his other hand and grip hers, pulling it forward to lay the sword in her hand, closing her fingers around it. "Of course it's for you. I thought you could use something better than a pair of borrowed daggers."

She took the sword, pulling it out of its sheath enough to see the gleaming blade, carved with yet more flowers and vines, looking for all the world like a slightly larger and more ornate copy of Sting. She could only stare at it for a moment, blown away at the gift and the thoughtfulness of it. "Fili . . . I don't even know what to say. 'Thank you' doesn't seem like enough."

"It is certainly enough," he assured her, his smile gentle. "Though a kiss would not hurt, either." His smile had changed to that sexy, confident one that she so enjoyed.

"Oh, you'll get one, believe me." _And a whole lot more._ "Later," she added, seeing that the others were beginning to leave the cave.

He glanced over at the others, nodding. "Yes, you're right. But first," he reached into his fur coat, pulling out a leather belt from an inner pocket that she could tell was designed to hold a sword, "we should get that equipped on you. Just in case."

She gave him the sword back and held up her arms, flashing him a challenging look. "Go right ahead." She could put it on herself, of course, though it might take her a bit to figure it out, having never used a sword belt, but what would be the fun in that?

He threaded the belt through the loop on the sheath, getting it situated before he stepped towards her, his body only inches from hers as he wrapped the belt around her waist, fastening it so that the sword hung at her left hip. He also took every opportunity he could to run his hands over her while he did so, much like he did when he adjusted her stance while they were training, and occasionally cast her heated glances while he was working. The combination was more than enough to get her hot and bothered, and she hoped that they would be reaching Rivendell _very_ soon.

He'd just finished and stepped back a little when Lily's voice cut through Alison's pleasant haze. "It's nice that the two of you are having fun in here, but it still stinks, so I'm getting out now."

Fili took a few more steps back while Alison turned to look at her cousin, only to see that she was now sporting a new weapon, too. She had a quiver full of finely fletched arrows strapped to her back, and held an ornately wrought silver bow in one hand that was just a bit smaller and more slender than Kili's, and so would obviously be easier for Lily to draw. Kili was standing beside her, and he looked quite proud of himself, making Alison smile.

"Looks like you got a new weapon too, Lil," she commented idly, raising her eyebrows slightly at Lily.

She was amused when a blush started to spread on Lily's face as she replied, "Kili found it for me. And I'm leaving the cave now," she added, giving Alison a glare that clearly read, _Shut up._

Alison grinned and shrugged, willing to let the teasing slide – for now. "Well, let's get going then. We'll have to leave this treasure behind for now – and properly thank these thoughtful brothers later."

She followed Lily, who was already walking quickly towards the cave entrance, even as Fili and Kili fell in on either side of Alison, Kili with a broad grin on his face. "Oh, what sort of thanks will we get?"

"Well, I don't know about you," she drawled. "That's entirely up to Lily. As for you," she cast a sly look to Fili, "I have a few ideas."

He grinned. "I look forward to finding out."

By this point, they had reached the mouth of the cave, and they were just in time to see Bilbo looking down at the sword that Gandalf had given him when Thorin's voice rang out. "Something's coming!"

"Gandalf," Bilbo tried, but Gandalf was already moving, shouting, "Stay together! Hurry now! Arm yourselves!" He drew his own sword while Bilbo looked down at his new one, slowly drawing it, and the other dwarves readied their weapons, hurrying after Gandalf.

"Stay behind us," Fili hissed, drawing his own swords, instantly sober, as Kili readied his bow and the two hurried after the others, crowding into the open clearing by the trees.

Alison and Lily followed, and even though she knew there was no true threat at this point, Alison still found herself feeling a little panicked, caught up in the panic and urgency of the others as they reached the crowd of dwarves just as the sound of something crashing through the trees could be heard. Fili and Kili quickly pushed herself and Lily behind them while everyone turned to stare in the direction of the noise.

A sled suddenly erupted from the trees opposite them, drawn by huge rabbits, screeching to a halt several feet away as Radagast cried out, "Thieves! Fire! Murder!" as he frantically looked around.

"Radagast," Gandalf breathed with obvious relief. "It's Radagast the Brown." He sheathed his sword, and Alison could see the dwarves starting to relax at the motion, though Fili and Kili still did not move from in front of them. "Well . . ." Gandalf went on, approaching Radagast, who wore a wild fur hat similar to the one Bofur wore, underneath which trailed scraggly long hair and an equally scraggly beard over brown robes like a monk's. "What on earth are you doing here?"

"I was looking for you, Gandalf. Something's wrong," Radagast replied, looking very agitated. "Something's terribly wrong."

"Yes?" Gandalf prompted.

Alison watched, grossed out, as the stick insect was eventually pulled out of Radagast's mouth, and shuddered with disgust. "That's what happens when you smoke the reefer too much," she muttered. "You either start forgetting shit like Gandalf, or eating bugs. Ew."

Lily laughed while Fili turned to look at her, amused, having finally relaxed his stance and put away his weapons. "What are you talking about?" he asked, clearly curious.

Alison grinned. "Ask Bilbo, he knows what I'm talking about. They call it the halfling's leaf, too, right?" She nodded at the hobbit, who'd been watching the two wizards wander off a ways into the trees to talk privately.

"Or Old Toby, right?" Lily added.

Bilbo looked at them in surprise. "Are you talking about pipe-weed? It's just for relaxing. I wonder what they're talking about," he went on, glancing back at the wizards.

Kili shrugged, looking uninterested. "Wizard business, most likely." He then went on with a good deal more interest, "Is the pipe-weed from the Shire different from our tobacco?"

This led to the brothers getting into a lengthy discussion with Bilbo about pipes and pipe-weed and tobacco, which Alison really only listened to with half an ear, as she wasn't terribly interested. She murmured to Lily as the others were occupied, "Should we tell Thorin about the Orcs that are coming?"

After a moment's thought, Lily nodded. "We should probably say something, so he doesn't think his seer is useless."

She'd no sooner moved to do so, however, when there was a howl in the distance. Bilbo whirled around from where he'd been talking with the brothers. "Was that a wolf? Are there wolves out there?"

Bofur had already moved, his odd-looking weapon that Alison wasn't familiar with raised and at the ready, even as Fili and Kili quickly moved to re-arm themselves. "Wolves? No, that is not a wolf."

"It's wargs," Lily added quickly as Alison began pushing her back to the brothers. "Wargs are coming!"

No sooner had she said it then a warg appeared on top of the ridge behind them, growling, looking like a terrifying cross between a wolf and a hell-hound. The dwarves all turned to look at it with varying shouts of alarm, having heard Lily's warning only seconds before, as it leaped over Bofur's head. Thorin swung his sword quickly, bringing the warg to the ground as yet another one appeared beyond him. "Kili!" Thorin bellowed. "Get your bow!"

Kili had already been ready, and rapidly fired an arrow over Thorin's head, causing the warg to tumble to the ground. It tried to scramble up again, but Dwalin smashed it with his axe, finishing the job.

"Well, that was a nice double-tap," Alison offered shakily, a little terrified by the up-close presence of the wargs, and how quickly everything had occurred – so fast she hadn't even thought to get out her new sword.

Fili, obviously not missing the terror in her voice, gave her a quick and reassuring smile over his shoulder as he stood in front of her once more, swords at the ready. "Stay behind me and you'll be fine. I promise."

"Warg scouts," Gandalf said, interrupting whatever Alison might have thought to say as he and Radagast approached Thorin. "Which means an Orc pack is not far behind."

"Orc pack?" Bilbo asked, alarmed, though no one answered him.

"Who did you tell about your quest beyond your kin?" Gandalf demanded sternly.

"No one." Thorin glanced at Lily as he said this. "Is this Azog?" he demanded before Gandalf could say more.

Gandalf whirled to look at Lily and Alison as well, eyebrows raised, along with all the dwarves. "Is it?" the Wizard pressed.

Lily looked to Alison, who tipped her head and gave a little 'might as well tell them' shrug she knew her cousin could interpret, and Lily turned back to the others. "It's not Azog personally," she began, "but it is a scouting party looking for you that he sent out. I was just about to tell you when they arrived."

Thorin's shoulders slumped in disappointment at the answer, even as Gandalf said ominously, "Then you are being hunted."

"We have to get out of here," Dwalin added.

Ori came running over another ridge at the moment, shouting out, "We can't. We have no ponies. They bolted." More wargs howled in the distance as if to punctuate his statement.

"Shit," Alison muttered. "I can't believe I forgot about the ponies." She'd promised herself she'd check on the remaining ponies that hadn't already fled during the troll incident, and make sure they were well tied up, but between the trolls and their hoard, she'd completely forgotten about it. "Fuck," she growled, annoyed at herself.

"We all forgot about the ponies," Fili murmured to her reassuringly.

 _You don't understand!_ She wanted to shout at him, but she clamped her mouth shut. She wasn't supposed to know that the ponies were going to bolt, and she had to remember that. So she merely nodded as Radagast told them he would draw off the wargs.

Gandalf frowned at him. "These are Gundabad Wargs. They will outrun you."

"These are Rhosgobel rabbits," Radagast retorted. "I'd like to see them try."

And before Alison knew it, Radagast was on his sled and they were running for their lives.

* * *

All Alison could think as they ran for what seemed like hours, though she knew it couldn't really be that long, was that she was really bloody glad she'd taken up distance running as a way to lose weight – and take her mind off things – two years ago. She'd been in several 5K and 10K runs over the last couple of years, and it was about the only thing keeping her lungs from exploding now as they ran endlessly over the plains, hiding behind rocks.

Lily, however, had not joined her in her running pursuits, and so she was struggling a lot more. Alison kept a tight hold of her hand, though, refusing to let go and dragging her cousin along behind her as they went. Fili kept right in front of them, glancing continually behind to make sure they were there, and Kili was behind them, sometimes pushing Lily ahead of him to keep her going.

Alison knew the brothers were looking after them and protecting them, and she couldn't find it in her to be mad at them, because this was as terrifying as fuck. As hard as Radagast was trying to keep the Orcs and wargs away from them, he wasn't always fully succeeding, and sometimes they got rather too close for her liking. And she knew they would only get closer. The dwarves would be okay – or they should be – but that didn't mean she and Lily would be.

They reached another outcropping of rocks to hide behind, and Ori nearly ran right past, only stopped at the last minute by Thorin, who yanked him back by his hood.

"All of you, come on! Quick!" Gandalf hissed, gesturing them in another direction, and the dwarves streamed by him.

Alison heard Thorin ask suspiciously as she raced past him, still pulling Lily along, "Where are you leading us?"

There was nothing but silence from Gandalf, and Alison knew that neither she nor Lily had the breath or patience right now to reassure Thorin that he was going in the right direction. They would just have to do that once they got to Rivendell, if they got there safely, Alison thought wryly.

They reached another low, rocky hill that they all pressed themselves up against, trying to catch their breath, and when Alison saw Thorin looking up at the top of it, she knew what was coming. He nodded to Kili, who slowly drew out an arrow, notching it to his bow, before he whirled and quickly hopped back from the hill, shooting the warg just as it was about to leap down on their heads. A second arrow followed the first, and both Orc and warg crashed to the ground just in front of them, howling loudly. Alison winced at the sound, pushing Lily up against the rocky hill more firmly, even as Fili once more put himself between her and the danger. She was, she realized, coming to find the sight of his broad back in front of her surprisingly comforting.

Dwalin and the others, meanwhile, had quickly moved to silence the warg and its rider, but Alison knew it would be too late, even before they heard the sound of howling in the distance as the pack heard its missing rider and changed direction.

"Move! Run!" Gandalf shouted, already racing off into another area of the plains with more pine trees and long grass. With a deep breath, Alison hurried to follow him and the others, pulling Lily along with her.

"There they are!" Gloin yelled as they went, and Alison could see the pack closing on them up ahead.

"This way! Quickly!" Gandalf waved them in another direction.

"There's more coming!" Kili cried.

"Kili! Shoot them!" Thorin barked, and Kili moved out obediently ahead of the others, notching an arrow.

Alison, meanwhile, had seen Gandalf turn and spot the rock outcropping behind them that they were loosely arranged in front of, even as the pack drew in closer towards them. She whirled around at the sensation of Lily tugging her hand away, and saw that her cousin was moving to stand a little behind and to the right of Kili, notching an arrow herself as Fili was shouting to Thorin, "We're surrounded!"

"Lily!" Alison cried, rushing forward, but Fili grabbed her easily with one arm, keeping her tight to his side as Kili and Lily both began firing arrows at the oncoming pack, and the dwarves began to gather themselves in a loose semi-circle, keeping the rock outcropping at their back.

Kili's first shot took down an Orc easily, while Lily's first two went wide, but her third one finally succeeding in striking an Orc in the leg. Obviously encouraged, Lily kept firing, while Alison struggled against Fili's hold. He'd sheathed one sword to grab her, though the other was still out and ready. "Let me go!"

"No," he hissed. "You don't even have your sword out! And do you think I want Kili out there anymore than you want your sister there? They are protecting everyone and we cannot distract them, it would be too dangerous!"

Alison sighed, giving up her struggles and nodding in acknowledgement of the statement, realizing the wisdom of it, and Fili let go of her, drawing his other sword again, even as she pulled hers. If Lily could do this, so could she.

"Where's Gandalf?" Dori yelled, obviously having just noticed the missing Wizard.

"He's abandoned us," Dwalin growled.

"No, he fucking didn't," Alison snapped impatiently, not in the mood to think about her words right now. "He's looking for a way out."

She saw Fili's quick glance of surprise at her, but in the next moment, he'd moved to strike down a warg that was getting too close as Thorin bellowed, "Hold your ground!"

Gandalf finally chose that moment to pop up from behind one of the rocks. "This way, you fools!"

Thorin whirled, spotting Gandalf and shouting, "Come on, move!" as Alison muttered, "I told you so," to the others.

Thorin, meanwhile, had jumped on top of the rock Gandalf was behind, and obviously saw the tunnel below, as he waved to everyone. "Quickly! All of you!"

The other dwarves streamed towards him, disappearing behind the rock, as Alison glanced anxiously back towards where Kili and Lily were still firing at the Orc pack. "Go!" Fili snarled at her, crowding in front of her and trying to herd her back with his back towards her, even as he kept his swords out and ready.

"Not without Lily!" she snapped back. There was no _way_ she was leaving Lily behind.

"Kili! Lily! Run!" Thorin bellowed at that moment, and Alison saw the two of them quickly lower their bows, turning and running back towards them. Fili took down another warg that had come too close, before he sheathed his swords and grabbed her arm. This time, she let herself be hustled back towards the rock as she sheathed her sword, though she frequently glanced over her shoulder at the two still running behind them. Fortunately, Kili was once more making sure Lily stayed ahead of him.

She and Fili had reached the tunnel by now, where Thorin was still standing watch, but she hesitated at the entrance, looking quickly over her shoulder to make sure Lily was still close. She only faintly heard Fili growl something in Khuzdul before he scooped her up bodily and slid down the tunnel with her in his arms.

"Fili! What the hell?!" she exclaimed, shoving out of his arms when they reached the bottom. "I wanted to make sure Lily was okay first!"

"They are right behind us!" Fili snapped back at her, pointing as Lily tumbled down to the bottom, followed shortly by Kili. "And I wanted to make certain _you_ were okay! You will not help your sister by endangering your own life!"

Alison opened her mouth to retort as Thorin reached the bottom, too, but Lily interrupted her, laying a hand on her arm. "He's right, Ali. I'm sorry to have worried you, but I thought I could help with the long-range and all. And I know you want to protect me, but I want to protect you, too. And you throwing yourself head first into danger – like you did with the trolls – is not helping me at all."

Alison sighed, the anger draining out of her at her cousin's words. Lily was right – the plan with the trolls had been stupid and reckless, designed to keep Lily as safe as possible, but without any real consideration for her own safety. She nodded to both Lily and Fili. "I'm sorry."

They nodded in return, before Fili turned to check Kili over, and then they heard a horn blow just as the sound of the Orcs above got unbearably loud. This was followed by the sounds of battle and the shouts of dying Orcs, before a dead Orc came tumbling down, landing in a heap at the bottom of the tunnel just in front of them. Alison grimaced. The Orcs were even more disgusting up close, twisted and monstrous.

Thorin moved to the body, yanking the arrow out of it and studying it briefly before his face wrinkled in disgust similar to what Alison was feeling. "Elves," he spat with disdain, dropping the arrow to the ground and glaring at Gandalf.

Dwalin shouted from the back of the little cave at that moment, before Gandalf could reply, "I cannot see where the pathway leads. Do we follow it or no?"

"Follow it, of course," Bofur replied in a "duh" sort of tone as he hurried to the back after Dwalin.

"Bofur's right," Lily added, causing Thorin to look at her. "This is the best path for you to take."

"As I have said before, listening to your seer would be wise," Gandalf murmured, and Thorin gave a short nod, moving to the back of the cave, everyone following him.

The path was narrow and rocky, as well as long, and it took a long time to walk through. Bombur nearly got stuck a few times, causing the others to have to push him through, which didn't surprise Alison, as some places were even a tight squeeze for her. At least they could see the sun above, so she didn't have to feel like they were completely stuck. And as they kept going, she could feel an ethereal sort of peace and a strange sensation washing through her, even as Bilbo murmured to Gandalf at being able to feel magic. Is this what magic felt like? she wondered in awe.

Right after that, they all emerged from the pathway on the side of a mountain, and Alison could see Rivendell set against the mountains beyond, gorgeous, gleaming white buildings twisting amongst trees with waterfalls everywhere around it, almost seeming to glow in the sunlight, and she could only stare, amazed at the vision before her. Another thing that the movie had not done justice, though not due to lack of trying.

"The Valley of Imladris," Gandalf said as they all stopped to stare. "In the common tongue, it's known by another name."

"Rivendell," Bilbo breathed in awe.


	6. Rivendell

_A/N: So although I was hoping to get this up sooner than a month and didn't manage it, I still got it finished within a month so I think I'm doing pretty good! I didn't get as far in Rivendell as I wanted, but I blame that on Alison and Fili lol. Anyway, they're going to be in Rivendell for a week, unlike the one night or so it seems to be in the movie, so the next chapter will be featuring more original stuff of the characters all interacting around Rivendell, and not just our two mains. So hopefully you'll all enjoy! Oh, and the last part of the chapter is pretty much all shameless smut. You've been warned ;). If that's not your thing, just skip the rest of the chapter after Fili finds her in the gardens and it'll be back to regular plot next chapter :). Also, extra nerd points to anyone who can tell me the two Hugo Weaving movies referenced in this chapter ;)._

 _Thanks to everyone who's read, favorited, and followed - I'm glad you're all enjoying my labor of love!_

 _And extra special thanks of course to my awesome reviewers: Moira Starsong, Fictional Quintessence, amberrfrazier , amrawo and StuckinTomorrowsDreams. I always love hearing what you guys think!_

 ** _PLEASE REVIEW EVERYONE - MORE REVIEWING MEANS MORE CHAPTERS!_**

 _Disclaimer: I don't own the Hobbit or any characters or dialogue you recognize, just mine and the rest of the story._

Chapter 6: Rivendell

Gandalf nodded, smiling down at Bilbo. "Yes, here lies the Last Homely House East of the Sea."

Alison sighed as Thorin went storming up to the Wizard angrily. "This was your plan all along. To seek refuge with our enemy." And before Gandalf could reply, he whirled and glared at Lily. "And _you._ You said we were on the right path, while all along you were bringing us to the elves with your Wizard friend!"

Lily tossed her head and glared right back at him. "I said that because we _are_ on the right path. In spite of how you feel about the elves, this is where we need to be. I had a vision of a dark-haired elf with a silver circlet, looking at your map beneath the light of the moon." Alison could hear Gandalf murmur something in a language she didn't understand, before he went on excitedly, "Moon runes! Of course!" No one else appeared to be listening, however, for Lily went on, "Sometimes, in order to accomplish your goals, you'll have to do things you don't like. Surely staying among elves for a little while is worth it if you win Erebor back in the end, isn't it?"

Thorin was still glaring at her, though it looked like his fury was winding down as he considered her words, while Alison was quite proud of her little cousin for not only standing up to Thorin, but delivering her words with such wisdom. Before Thorin could open his mouth in reply, however, Gandalf turned to him. "Miss Lily is quite right. We have questions that need answers, and if the map does indeed have moon runes on it, Lord Elrond will be able to read it for you, and give us the answers we seek. The rest of it matters not."

Thorin sighed, the last of his anger looking as if it had drained away, before he gave a brief nod, in spite of the rumbling of protest from the other dwarves. "Very well. We will enter the valley, and see if our seer's claims are true. You had best be right about this," he added sternly to Lily.

Lily squared her shoulders, facing him straight on. "I am. I was right about the trolls, wasn't I?"

Thorin gave a brief, reluctant nod. Gandalf beamed. "Excellent. Now, if we are to be successful, this will need to be handled with tact. And respect. And no small degree of charm. Which is why you will leave the talking to me." And with that said, making Alison grin at the Wizard's utter lack of modesty, Gandalf marched towards the winding path leading down the side of the mountain they were on, which led to a narrow stone bridge over rushing water. Thorin went after him, and the other dwarves all fell in behind. Alison went close to last, Kili and Lily just ahead of her, though Fili insisted on going last of all.

"Did you know we were coming here?" Fili murmured to her from behind as they trailed along behind the others.

Alison wondered what was going through that brain of his, even as she admitted, "Yes, I did. Or I suspected, anyway, after Lily told me about her vision. I knew that elves were in Rivendell, and she saw an elf, so it seemed logical, if nothing happened to stop us, anyway."

"So Lily told you about her vision before this, and that's how you knew?" Fili asked.

She tossed a brief glance over her shoulder, frowning as she saw that calculating look on his face again. "Yes, why?" She nearly stumbled, since she was no longer watching where she was going, and Fili steadied her with a quick hand at her waist.

"Keep going," he urged her softly, and she turned and kept walking, watching the mountain path more closely as he went on, "What about Gandalf, then? How did you know he was looking for a way out, before he found that tunnel?"

Alison frowned, trying to recall how she'd phrased it before mentally cursing when she remembered how emphatically she'd stated that Gandalf hadn't left them. "I didn't know for sure. I just knew Gandalf wouldn't leave us, that's all, so he had to be looking for a way out." There, she'd covered that fairly nicely.

And yet Fili's voice still sounded sceptical as he replied, "You sounded very certain of it."

"Because I was," she replied impatiently, wondering what in the hell he was imagining was going on, since he couldn't possibly dream up anything as insane as the truth. "I know Gandalf, and I _know_ he wouldn't abandon us during a crisis."

"I suppose you're right," he said finally, and she breathed an inward sigh of relief. "Why didn't you tell me we were coming here, if you knew?"

"I thought you might feel the same way about elves that your uncle does," Alison replied, truthfully enough. She honestly wasn't sure how Fili felt about elves, as they'd never discussed it, but she knew it would probably be hard to grow up with his uncle's hatred and stories and not feel the same way, at least until he'd met some elves for himself. "And I thought you'd feel like you had to tell him, and he'd make sure we never got here. I didn't think I could take that chance, since like Lily said, we need to be here if you want the quest to succeed."

He was quiet for a moment, and she wondered if he was mad before he finally said, "Will you tell me next time she tells you about a vision, if I promise not to tell anyone else?"

God, now she felt guilty, because she could hear the worry in his voice, and knew he was thinking about the Azog vision, or possibly a vision about Kili being in danger. And here she knew all the answers to that, and couldn't tell him because she'd promised Gandalf. Still, she didn't want him to worry, so she replied, "If Lily thinks it's a vision I can share, I will. Some of them are too dangerous to share."

"Thank you." She was relieved that he'd accepted that answer, but she knew she needed to do something to distract him from digging deeper into this whole vision thing. Fortunately, she knew exactly what would work.

"Anyway, it's good we're here in Rivendell, because you're going to enjoy it here," she informed him, unable to keep a grin off her face. Fortunately, she wasn't looking at him, but rather at the long stone bridge they were finally starting to cross that led over the rushing waterfalls towards the stone pavilion and Rivendell in the distance.

"Why in Mahal's name would I enjoy myself in a valley full of elves?" he demanded, confirming her suspicions that he shared his uncle's view on at least this matter.

"I would have thought it was obvious." She dropped her voice low as she went on, "We'll be able to find somewhere private here, where the others won't be able to hear all the noises you're going to make when I have you alone."

She heard his sharp intake of breath behind her at those words, which made her grin broadly at the thought of all the things she planned to do to him. This was followed by a shiver down her spine as he suddenly murmured very close to her ear, "All the noise _I'm_ going to make? What about when I make you scream for me? And I will, I promise you that."

"Oh, I hope so," she muttered sincerely, quite sure that he would be able to make good on his promise based on the lust already simmering through her body. "Though I suppose we'll have to see who makes the most noise."

"Aye, we will," he growled, his mouth still very close to her ear, making her shudder. Fuck, was it ever hot when his voice got all deep and growly like that. It made her wish she could jump him right now, but she knew she couldn't, as she could see that some of the others had already arrived at the pavilion, and they would soon be there too.

"Later," she promised him in a soft voice, gesturing up ahead. "And I'll thank you properly for my thoughtful gift."

"I look forward to finding out how, lass." Distraction complete, she thought with a grin, though she was good and distracted herself now as he went on, "I am certain I will feel properly thanked."

"Oh, you will, believe me." By this point they'd reached the pavilion, however, so she shut her mouth and tried to push all thoughts of a naked Fili out of her mind as she joined the crowd of dwarves, Gandalf, Bilbo, and Lily, who were all crowded at the edge of the stone pavilion, looking up to a set of stairs beyond where two elves stood guard.

Bilbo and Lily were both looking around in awe and astonishment at the beauty of the valley and the incredible structures built into the rocky wall, surrounded by flowing waterfalls and stunning greenery. The dwarves, however, were looking around in suspicion, hands on their weapons, as though waiting for armed elves to leap out of every corner, Alison thought. She shared Lily's awe, though, for Rivendell far surpassed the beauty of any other place she'd ever been.

"Mithrandir!" A voice called out, and Alison looked up past the others to see a dark-haired elf in long, flowing robes of a plum color descending the stairs across the way. Alison had never thought him particularly attractive in the movies, in spite of the renowned beauty of the elves, and in person it was no different; there was just something too . . . pinched about his face for her. He was no Legolas, she thought with a wry grin as the elf reached them.

"Ah! Lindir," Gandalf turned to look at the elf with a smile.

Lindir put his hand to his heart and dipped his head in acknowledgment, greeting Gandalf in Sindarin, which Alison had never bothered to learn, unlike others of the Tolkien fandom. She couldn't quite remember what the subtitles had read, either, not that she supposed it mattered. She knew it was just a generic greeting.

"Stay sharp," she heard Thorin whisper to Dwalin, even as Gandalf replied to Lindir in Westron (was it really the same as English, or had Gandalf somehow gifted them with a built-in translator? She had never thought to ask), "I must speak with Lord Elrond."

"My Lord Elrond is not here," Lindir replied.

Gandalf frowned, looking disappointed. "Not here? Where is he?"

A horn sounded from behind them before the elf could reply, and Alison turned to look with the others in reflex, even though she knew it was Elrond with apparently stunning timing. Sure enough, a contingent of elves rode down the path towards them on horseback, thundering in with no signs of slowing down, so Alison couldn't blame Thorin for shouting out, "Close ranks!"

The dwarves instantly banded together in a tight circle facing outwards, weapons at the ready, but not before making sure that Bilbo, Lily, and Alison were on the inside of the circle, Fili turning a deaf ear to Alison's protests, even trying to keep himself in front of Kili, she noted. Similarly, Dori was trying to keep Ori behind him as the elves came galloping around them in a circle, riding the horses far too closely around them.

Alison frowned as she watched them go around. She'd never thought of it while watching the movies, but this was very intimidating; most of the horses were a good sixteen hands high, putting them well above the dwarves and making this an incredibly threatening move. What in the hell was Elrond thinking? She clenched her fists, but caught Lily's eye as she did so; her cousin gave a minute shake of her head.

Alison sighed, nodding in agreement that she wouldn't give Elrond a piece of her mind just now as she unclenched her fists, even as the elves finally halted around them. Elrond himself, clad in deep red and silver armor, another circlet around his dark brown hair, called out, "Gandalf," in a pleased tone from atop his horse.

Gandalf smiled. "Lord Elrond." He moved towards Elrond's horse, greeting him in Sindarin as well, the elf responding as he swung down from his horse and embraced Gandalf.

"Mr. Anderson," Alison drawled in a low tone to Lily, seeing just how much Elrond did indeed resemble his Earthen counterpart of Hugo Weaving.

Lily snorted and laughed, murmuring back, "Or, 'what makes you so special, Captain'?"

Alison couldn't help laughing in return, causing Fili and Kili to look back at them with raised brows as they were unable to stifle their laughter. Alison shrugged helplessly at Fili, trying to bring her laughter under control as Elrond finished talking to Gandalf about the Orcs, and Thorin moved slowly forward, still clutching his weapon.

Elrond dipped his head in acknowledgement, though not before casting a curious glance at Alison and Lily. "Welcome, Thorin, son of Thrain."

"I do not believe we have met," Thorin replied in an almost civil tone.

Elrond smiled. "You have your grandfather's bearing. I knew Thror when he ruled Under the Mountain."

"Indeed? He made no mention of you," Thorin drawled, and this time the scorn in his voice was unmistakable.

Alison watched, having finally got her laughter under control, as Elrond said something in Elvish, never breaking Thorin's gaze.

"What is he saying?" Gloin snapped, still holding his weapon also. "Does he offer us insult?"

The other dwarves all started shouting at this, but Gandalf interrupted them, clearly exasperated. "No, Master Gloin, he's offering you food."

Alison couldn't help but be amused again as all the dwarves perked up at the mention of food, and it even caused Thorin to break his intense staring contest, turning to speak to Dwalin as the older dwarves muttered amongst themselves. It was Gloin, though, who finally declared, "Well, in that case, lead on."

Elrond smiled, his gaze sliding to Alison and Lily again. "Perhaps the ladies with you might wish to take advantage of a bath before they dine?"

"Oh, God yes," Alison said fervently, as Lily added in agreement, "Yes, please." It had been a good four days since they'd been near enough to a stream to bathe, and between that, the trolls and the running, Alison had never felt quite so gross before. With that in mind, she moved forward towards an elf Elrond had gestured to, but Fili grabbed her arm before she could get very far.

"What are you doing?" she hissed at him. "I've never needed a bath so badly in my life!"

"You can't go off alone with them." Fili cast a mistrustful gaze back at the elves. "It might be dangerous."

She raised her eyebrows at Fili, even as she could hear Lily and Kili having a similar whispered argument. "Are you kidding? Nothing's going to happen to me here." Fili frowned, not looking reassured, and she sighed. "Look, whatever you think of elves, do you really think Gandalf would have brought us here if he thought they would attack us? I'll be fine, and I'll be back before you know it."

Fili sighed before he gave a reluctant nod. "If you're certain."

"I am," she promised him. "I'll see you later."

He nodded, letting go of her arm as she and Lily went to follow the elf Elrond had instructed to take them to the bath house.

* * *

Alison grinned as she looked at herself in the mirror in the room the elves had given her. She had asked for a separate room from Lily, claiming that she snored terribly and didn't want to disturb her sister, ignoring the eye-roll Lily was giving her, and the elves had happily obliged, stating they had several guest rooms and the dwarves had refused to take any, preferring to stay together on the balcony outside, so it wouldn't be a problem.

They had been shown to their rooms after the bath house, which Alison had been overjoyed to find out had heated water somehow, and a homemade version of shampoo as well as soap. She felt cleaner than she had in weeks, and the elves had also offered her and Lily clothing to wear to the dinner, as well as additional clothes for later, as their own outfits were a complete mess by now. Though Alison had gotten them to agree to bring more practical outfits later, for right now, she was happy enough to wear the dress they'd given her.

She was normally a jeans and T-shirt kind of a girl, but she didn't mind wearing dresses on special occasions, especially if they looked good and weren't full of ruffles and bows. This dress, she was happy to find, had neither. It was a dark blue dress with silver threaded through it, reminding her of the night sky, and had a simple, off-the-shoulder design with long, belled sleeves, which dipped low in front, showing off a good deal of cleavage. It also clung tightly to her waist before flaring out over her hips in a simple skirt, which she had been pleased to find had a slit partway up the side, showing flashes of her left leg as she moved. She loved it, and she had a sneaking suspicion that Fili would too.

She checked herself out one more time in the mirror, fluffing out her hair a bit. She'd left it loose to tumble over her shoulders and down her back, rather than tying it up in a ponytail, bun, or simple braid as she'd been doing the last two weeks ever since she'd found a bit of string to tie it with. She preferred to wear it loose when it wasn't going to be in her way, however, and was happy to see that it finally looked decent with the help of the elven shampoo, instead of greasy and gross, like it usually did lately.

A knock came at her door as she turned this way and that, checking to make sure the finished effect looked as good as possible, and Lily shouted from the other side, "Are you coming or what? I'm hungry!"

"Yeah, yeah, be right there!" Alison went over to the door, pulling it open to see Lily on the other side, wearing a nearly identical dress of a deep, wine-red color, her dark brown curls hanging loose as well. "Looking hot, Lil."

Lily laughed. "You too. Poor Fili."

Alison grinned. "Don't you mean poor Kili?"

"Shut up," Lily retorted, rolling her eyes. "Now come on, we're probably already late." She nodded at the elf waiting several feet down the airy hallway to escort them to dinner.

Alison nodded, and the two of them hurried down the hallway towards the blonde elf, following him through the maze of hallways until they finally reached a balcony set with numerous tables, open to the evening air around it, showcasing an incredible view of a setting sun through swirling archways. Elves were playing harps in the background, and Alison could see that Gandalf was just sitting down at the head table with Elrond, Thorin, Bilbo and Balin. The remaining dwarves were seated at a long table a few feet away, and Alison headed over there with Lily, seeing that there would be space to squeeze in by their favourite brothers.

The dwarves' scornful conversation about the food and lack of meat ground to a halt as they approached, every one of the dwarves staring with wide eyes in seeming shock. Alison was looking for one reaction in particular, though, and was pleased to see the heated lust in Fili's eyes as he looked her over, though he seemed as tongue-tied as the rest of them. It was surprisingly Ori who spoke first, as he blurted out, "You look like girls!"

Alison couldn't help but laugh at that, even as Dori whacked his younger brother in the back of the head. "I thought we were girls all along?" she asked Lily, who grinned. "I thought so, too."

"What Ori means to say is that you lasses look very lovely," Bofur said, giving them a charming grin. "Don't they, lads?"

This was followed by a chorus of agreement from the other dwarves, and Lily dipped in a curtsy, saying sweetly, "Thank you, kind sirs," though Alison noted that she was blushing again.

"Come on, Lil, I'm hungry too," Alison told her, grabbing her hand and dragging Lily over to the side of the table where Fili and Kili were. The brothers quite happily made room as she and Lily gathered their skirts and stepped over the bench to sit down on either side of them, before pulling plates towards them and piling them high with food.

Alison devoted most of her attention to eating for the next few minutes, for the salad and rolls were delicious, even if she did wish there was some chicken or fish available to eat too. She mostly tuned out the sound of the dwarves complaining about the lack of meat (and everything else really), instead devoting her attention to her plate, until she noticed Dwalin glaring at Kili. She smiled slightly as she realized he must have caught Kili staring at one of the female elves around them; there was a particularly pretty one playing the harp.

"I can't say I fancy Elf maids myself," Kili said hastily from the other side of Fili in response to Dwalin's glare, "too thin." Dwalin raised his eyebrows as Kili prattled on, "They're all high cheekbones and creamy skin. Not enough facial hair for me."

Lily, who sat on the other side of Kili down the table, chose that moment to interrupt him. "So you don't think that women who lack facial hair are attractive? Is that what you're saying?"

Alison grinned to herself, knowing that Lily had said that partially to save Kili from the embarrassment of calling a male elf attractive, but also knowing that Lily was probably at least a little jealous that he'd been looking at another woman. She leaned forward a little bit to see the shocked expression on Kili's face as he backpedalled. "No, no, that's not what I meant – I – "

"Really?" Lily said mercilessly. "Because that's what you _said_."

"I – I – only meant elven women – I didn't mean you . . ."

 _Poor Kili._ Alison couldn't help but take the opportunity Lily had offered, though. She turned to Fili next to her. "What do you think? Do you think a lack of facial hair is unattractive?"

He turned towards her, smiling as his eyes swept over her before he lifted her hand gently in his, pressing a kiss to the back of it. "I think . . . facial hair or no facial hair . . . you're still the most beautiful woman I've ever seen."

 _Holy shit._ She could feel a blush starting up on her face at the sincere conviction in his voice, even as the dwarves who'd overheard him whistled and cat-called and told Kili to take lessons from his brother. Damn, did Fili ever know what he was doing, she thought as she smiled. "Thank you, Fili, that was very sweet."

"You're welcome." He let go of her hand, reluctantly, she thought, before he added, "What do you think of facial hair, lass? Do you prefer the look of the elves?"

She shook her head. "Not at all. I prefer my men a little more . . . rugged. And I'm starting to find facial hair very attractive." She flicked his moustache braid lightly, giving him a heated look.

"Well, that's very good to know, lass," he drawled lightly, his eyes starting to blaze.

"Though I do hope you know," she dropped her voice so low only he could hear, "I don't find the smell of troll cave very attractive. So if you're hoping to touch me tonight, you'd better bath first."

"Aye, lass, whatever you wish," he murmured, giving her one last heated look before he turned back to the table as Nori called out, "Change the tune, why don't you? I feel like I'm at a funeral."

"Did somebody die?" Oin added loudly, stuffing a napkin into his ear horn.

"All right, lads," Bofur declared, getting up. "There's only one thing for it." He climbed up on the table as Alison watched, amused. He began to sing a loud and boisterous song as he stomped his feet in the middle of the table, while the other dwarves cheered and clapped along, banging their utensils on the table. They started throwing rolls around too, and Alison was struck by a sudden and overwhelming impulse.

"Food fight!" she bellowed, before launching a spoonful of mashed potatoes into Nori's face across the table.

He looked at her wide-eyed for a moment before he broke into a grin, picking up a handful of potatoes, and she shrieked and dove under the table just in time as the potatoes splatted against a pillar behind her.

It was complete and utter pandemonium among their table after that, as the dwarves gleefully launched into the food fight following her and Nori's examples, potatoes, lettuce, rolls, and cheese flying every which way. Alison periodically popped back up over the side of the table to join in, not wanting to ruin her dress, though she did end up with some potatoes on her face anyway, and even Lily was participating, though only after she'd called out an apology to Elrond and a promise to help clean up later.

The food fight eventually calmed down when Gandalf put his foot down and told them to stop, as Thorin had apparently wandered off before the start of it. Not that Alison thought he would have minded if the dwarves had made a mess.

"Sorry, Gandalf, Lord Elrond," Alison said sheepishly as the Wizard frowned at all of them, hands on his hips. "I just always wanted to do that. We'll help clean up."

"We will," Lily added hastily.

"That is not necessary," Elrond said smoothly, though he looked a little pained. "You are our guests, after all. Please, enjoy yourselves. Gandalf and I have some business to attend to now, I believe."

"Yes," Gandalf agreed. "Balin, will you find Thorin and bring him to see us? Bilbo, you should come along as well. As for the rest of you," he glared at them all again, "do try not to destroy anything while we're gone."

The dwarves grumbled out reluctant agreements, while Alison and Lily fervently assured him they wouldn't let anything happen, and Gandalf and Elrond marched off along with Bilbo and Balin, presumably to look at the map.

"I'm going to go get cleaned up, Ali," Fili murmured to her as the other dwarves began to move away, too, some going to explore the grounds, others going to find the balcony they'd claimed for their own. "Shall I come find you when I'm done?"

"Of course," she whispered back. "I do have a room of my own that you can join me in tonight."

He gave a low groan at her words. "Are you sure we can't go there right now?"

She laughed softly, shaking her head in spite of the temptation she felt. "Bath first," she told him firmly. "I'll probably be out here looking at the gardens with Lily for a while, anyway."

"Then I will be back soon," he vowed, before he hurried off.

 _I hope so,_ Alison thought as she went with Lily down to the gardens. She'd waited long enough; she did not want to wait too much longer to hop in bed with the very sexy dwarf prince.

* * *

Fili found her a short while later, wandering the grounds alone beneath the light of the moon. Though he'd bathed quickly, he had made sure to be thorough, not wanting to disappoint his One, especially not when she looked so exquisitely beautiful tonight.

He had always thought her beautiful, from the first moment he'd seen her, but seeing her in that dress had stunned him anew. Somehow, even though he had once seen her completely nude, something about that dress had been equally enticing, perhaps because it hid as much as it showed. In any case, he'd been swamped with a wave of desire upon seeing her, nearly speechless from the sight of her, and it had taken every ounce of his will to keep a tight leash on his control during the meal, with her so near.

It had been especially difficult concerning her promises earlier on their way into Rivendell, which he could not get out of his mind. How did she plan to thank him? He certainly knew what he'd like to do to her, not that he could get all of that accomplished in one night. But, as he'd heard from Kili on his way to find her in the gardens, they would be here for a week until the moon was at the correct position to read Uncle's map, which meant he had an entire week of nights alone with his One. He scarcely knew where to begin, but he knew he could no longer wait.

She was standing facing away from him, her head tipped back to look up at the night sky and the stars, and no one else was around that Fili could see, so he gave in to impulse and snuck up on her, slipping his arms around her waist and pulling her back against him. "I found you," he murmured by her ear, loving the way she shivered every time he did that. "Where is your sister?"

She'd jumped a little at his initial touch, but had relaxed as soon as he'd pulled her against him; now she turned in his arms, looking up at him with that wicked grin he so adored. "Lily's gone to bed already; she was tired. And just what do you plan on doing with me, now that you've found me?"

"So many things," he growled, feeling how his body ached for her already, "that I do not know where to start."

She slipped her arms around his neck, threading a hand in the hair at the base of his neck as she said, "A kiss would be a good place," before she pulled his mouth down to hers.

He went willingly, as he was starving for the taste of her once more, and she was happy enough to part her lips for him as he swept his tongue deeply in her mouth, seeking out that sweet, heady taste. He crushed her to him, one hand tangling in the waves of her hair to keep her mouth in place, the other sweeping down to her luscious rear and squeezing it. He felt the moan she gave in his mouth as he did so, and he growled, hitching her up more tightly against him, needing the friction of her hips against his aching arousal. He was wearing only a tunic and breeches, having left his coat and weapons behind with Kili, and so he was able to feel more of the warmth and softness of her body pressed to his, which only fired his blood further.

As before, she was giving as good as she got, her tongue matching his stroke for stroke, one hand fisted in his hair and the other digging tightly into his shoulder while she arched her body against his. Before he could even think to push her hips against him once more, she did it herself, making him groan deeply at the spike of lust that rose through him. He pulled his mouth away from hers finally, trailing his lips down her neck, wanting more of the sweet taste of her. She tilted her head back, murmuring his name in encouragement and using her hand on the back of his head to push him down further, until he reached the top of her breasts.

He was all too happy to lick and suck at the flesh laid bare by her dress; the skin there was so soft it was like silk, and he swept his hand down from her hair to cup the underside of her breast. "God, Fili," she moaned out as he kneaded the softness beneath both of his hands. It was when he nuzzled further down, trying to push the edge of the dress out of his way, that she tugged on his hair, pulling him up.

Her eyes were dark with desire as they met his, her lips swollen from his kiss as she murmured, "I thought the plan here was to do this in private? We should maybe move before we get too carried away."

He blinked at her for a moment, trying to think through the haze of lust in his brain. "Your room, yes," he managed at last, remembering his promise to make her scream. It would not do to have her scream out here, in the gardens. "We should go there, quickly."

"Yes, very quickly," she agreed, "but you'll need to let me go first."

He very reluctantly released her from his grasp, reminding himself that as soon as they reached her room, he would have her back again. She tugged up her dress before taking one of his hands in hers, and pulling him back in the direction of the nearest door.

He kept his other hand clenched tightly in a fist as they made their way through the maze of hallways; it was the only way to keep it off of her. He was filled with an aching need to rip that dress right off her, to study her body in a way he had not allowed himself to before, but he knew he needed to wait.

Soon enough, she halted at a door, pushing it open and pulling him inside before she closed the door and locked it behind them. It appeared to be a bright, cheerfully decorated room from the light of the candles burning on the tabletops and the fire blazing in the hearth, but Fili could only see the large bed in the middle of it, beckoning to him.

He scooped Alison up, and she gave a surprised shriek of laughter as he carried her over to the bed, laying her down gently in the middle, slipping down between her legs to push her skirt up.

"No, wait!" she exclaimed, sitting up quickly and pulling her legs away from him.

He froze. "You haven't changed your mind, have you, lass?"

She snorted. "Of course not. But I wanted to thank you, remember? So it's my turn first. Get your clothes off." She pointed at him imperiously.

He grinned, appreciating her boldness and realizing he should have known better than to think she'd suddenly become shy. "Only if you do too," he bargained with her.

"Yes, fine," she waved at him impatiently as she tugged off the slippers on her feet, dropping them beside the bed. "It's still my turn first."

He smiled, tugging off his own boots before standing beside the bed, pulling the tunic off over his head and tossing it aside. It was quickly followed by his breeches and smallclothes, leaving him completely nude.

"Thank you, Jesus," he heard his One fervently declare as he straightened up, and he looked up to meet her hungry gaze sweeping over his body. It sent sparks of lust shooting all through him, and he could feel his cock swell as her gaze swept over it.

"You're still dressed," he pointed out hoarsely, struggling to keep from jumping back on the bed and completely ignoring her talk of turns.

She tore her gaze from his body, looking up to meet his eyes and nodding in agreement. "So I am." She hopped off the bed, turning her back with the laces that kept the dress closed, towards him. "Undo me?"

"Gladly," he murmured, stepping closer to her and quickly unlacing the back of the dress, scowling when he saw that there was a corset beneath with yet more laces. He wished briefly for a dagger to make his work easier before he managed to unlace the corset as well, his fingers fumbling a few times in his haste. She shrugged the dress off, letting it pool at her feet before she let the corset drop, also.

He stared in awe at the creamy skin, lightly dotted with freckles before him, the curve of her waist, the dip of her spine, and the rounded globes of her buttocks. Mahal had indeed favoured him, to grant him the opportunity to view such beauty. "So perfect," he growled, unable to resist the urge to cup her rear once more, squeezing the soft flesh in his hands as he pressed a kiss to her shoulder.

"Fili," she gasped, leaning back into his touch for a brief second before she wrenched away. "No, it's my turn. Back on the bed," she pointed again.

He was temporarily frozen at his second viewing of her full breasts and rosy nipples, and every lovely curve of the front of her body before he managed to nod. "As my lady wishes."

He went and laid down on the bed, intrigued as she crawled onto it after him, staying off to the side for the moment. "Don't interfere until I'm done," she warned him, bundling her hair up with a ribbon, and he nodded again, beyond curious and fully aroused now.

He was frankly astonished, however, when she slid down to kneel between his legs and wrapped one soft hand around his cock, lowering her head. "Ali," he gasped, moving to sit up at the white-hot jolt of lust from both the touch of her hand and the realization of what she meant to do.

"Hey," she said, pushing him back down with her other hand, "what did I just say? It's my turn, so you stay there and let me thank you, okay?"

"You don't have to –" he began, but then all words fled his brain as her mouth closed over him. He gripped the covers tightly in both hands, trying to manage the electric lust stampeding through his body and coiling tight in his gut as she moved her mouth over him, alternating between swirling her tongue around him and sucking hard. Her hands cupped and teased him as her mouth tormented him, and his hips began to buck involuntarily as the lust in his body wound tighter.

"Mahal," he ground out, feeling his eyes nearly crossing in pleasure as she hummed around him, the vibration incredibly pleasant. He'd only ever had two women willing to do this, and neither of them had been as skilled at it as his One was. Or perhaps it was that the attraction between them was so much more intense that made it more pleasurable? He didn't know, but he didn't want to spill himself in her mouth – not this time, anyway. "Lass, have mercy," he gasped as she sucked at his sensitive tip, while he struggled to contain his desire.

She lifted her head at that, as he'd hoped she would, and gave him a wicked grin. "No mercy."

She squealed in surprise, however, when he launched up, grabbed her by the shoulders, and rolled her beneath him, pressing his body to hers to keep her still for a moment. He groaned softly at the feel of her skin against his, and willed his desire down. He was far from done with her.

"Fili, what are you doing?" she demanded, looking surprised and curious.

"I want to be inside you, the first time," he explained. "So as much as I loved that, I needed you to stop. Besides, I think it's my turn now. So stay still."

She looked both amused and intrigued now, but she nodded as he pushed himself up. He thought about moving straight to his destination, but when he saw her breasts, he couldn't help himself. He leaned down, taking one pert nipple in his mouth and sucking it, giving it deep pulls with his mouth as he cupped her other breast, rolling the nipple in his fingers. When she was moaning beneath him, arching her back and gripping his head to keep it in place, he gently pried her hands away before he slid down her body, pushing her legs apart.

Instead of diving right in, as he ached to do, he slid his hands up the inside of her thighs, slowly, while he pressed a kiss just above the nest of flaming curls. "Fili," she growled, moving to sit up, but he put an arm across her hips, pinning her down. "Nay, lass, stay still," he reminded her.

"Then hurry up – oh," she moaned out as he found her nub with his mouth, suckling gently. He slid one finger in her, crooking it deeply as he continued to torment her with his mouth and tongue, sometimes sucking, sometimes licking with broad strokes of his tongue, sometimes sliding his tongue in with his finger. Soon, she was writhing beneath him, moaning and gasping, and he raised his head briefly to meet her lust-filled gaze. "Scream for me, âzyungâl," he growled before he dipped his head back down, sliding another finger in and curling them both deeply within her while he sucked hard on her nub once more.

That, it seemed, was the final straw, for she came apart beneath him, screaming his name as he'd asked, her back arching off the bed with the force of her release. As soon as she'd collapsed limply to the bed, eyes closed, he slipped his fingers out and moved up, bracing himself above her as he brushed her entrance with the head of his cock, shuddering at the wet heat.

Her eyes popped open. "What are you waiting for?" she demanded, though she still sounded breathless.

At the words, he sheathed himself in her with one thrust, freezing for a moment at the sensation. "Oh, Ali, _amrâlimê_ ," he moaned out. He had never felt so incredible, so utterly complete and whole, as he did now with her slick heat wrapped around him; it seemed it truly was better with his One.

She wrapped her legs around his waist, gripping his shoulders, and pushed herself up as much as she could as she whispered in his ear, "Don't stop now."

He didn't need to be told twice; he was soon thrusting in and out while she matched his rhythm, and though he tried to be slow and gentle at first, she wouldn't let him. She pushed him to go harder, faster, her legs locking around him, her nails scraping his back and his buttocks, her teeth sinking into his shoulder or his chest, each flash of pain only heightening the pleasure, sending electric shocks through him, until they were crashing together with reckless abandon.

He tried to hold back, to wait until she'd hit her peak a second time, but he'd been too wound up from the start, and he could feel his body starting to coil tight, ready to explode as the pleasure crashed through it. He reached between their bodies, finding her nub once more, and rubbed it hard and fast with his thumb, causing her to cry out and spasm around him. He leaned down to kiss her deeply, aching for the taste of her once more, the pleasure bursting through him as he spilled deeply within her.

He collapsed on top of her, panting for breath, feeling drained and incredibly satisfied, barely able to form a coherent thought. As soon as he could, he realized he must be crushing her, so he slid out of her and rolled to the side, pulling her with him. He didn't want to let go of her just yet.

She seemed content enough to lie across his chest, however, as they both recovered their breath. After a few moments, during which he stroked her skin and she traced circles on his chest, she propped her head up with one hand and gave him a lazy grin. "Do you feel properly thanked?"

"Oh, thoroughly so," he assured her, unable to contain a smile at the happiness bursting through him. And neither could he help adding, a trifle smugly, "I told you I'd make you scream for me."

She laughed softly. "I don't recall disagreeing with you. But I made you beg for mercy first."

"So you did," he agreed, squeezing her lightly. "Do you want to try it again?"

She raised her eyebrows at him. "You're not ready to go again, are you?"

He grinned. "Well, not just yet, but give me a few more minutes and I will be."

"Well, then, as soon as you're ready – and I'm ready," she added with a soft laugh, "we'll try that again. You'd better not interrupt me next time."

"I promise, lass," he vowed fervently, and as she gifted him with that wicked grin, he knew he was never going to be able to let her go, especially not now that he'd had a taste of her and how it could be between them. He could only hope that he would be able to convince her to stay.


	7. Friends With Benefits

_A/N: New chapter! It's only a little bit past a month, so not too bad for my update speeds! Anyway, this one bounces around a little bit, as it covers a few different events over their week at Rivendell that are important for the future. It's still mainly Fili and Alison's POV, but the last bit is from Bilbo's POV, since I felt I should include at least a bit of the main plot still, and Bilbo seemed the best one for that scene. Hopefully I did okay with representing his POV!_

 _PS: Easter egg in here for those who are looking for extra nerd points ;)._

 _Thanks as always to those who have favorited, followed, and read - I'm glad you're enjoying the story!_

 _Extra special thanks goes to my reviewers of last chapter: dark sk8ter girl, Puffgirl1952 the 2nd, and Moira Starsong, who is writing an awesome Fili/OC story herself you all should check out if you haven't already!_

 ** _PLEASE REVIEW EVERYONE - IT HELPS KEEP ME MOTIVATED FOR FASTER UPDATES!_**

 _Disclaimer: As always, I don't own the parts or characters you recognize, and there's swearing and mature themes to avoid if you don't like them ;)._

Chapter 7: Friends with Benefits

"Honestly, laddie, you need to stop holding back if you expect to train the lass properly," Dwalin grumbled.

Fili shot the older dwarf a look of surprise. He and Alison had paused for a moment in their morning training; he'd moved her up to sparring with him with wooden swords, rather than just instructing her through the steps, and thought she was progressing fairly well, considering she'd confessed to knowing nothing of fighting before. He did not have any idea what Dwalin was referring to, however. "I'm not holding back," he protested.

Alison frowned at him, from where she stood facing him several feet away in the grassy courtyard the elves had provided them for training. It was a large yard; most of the other dwarves were there as well, sparring with one another to keep themselves sharp, taking advantage of the fine weather and bright sunshine. Targets had been set up at the far end of the courtyard, where Kili and Lily were, and Ori was sitting a few feet away from them on a bench, sketching. Uncle was nowhere to be seen at the moment, but Dwalin had been watching them for the last few minutes, and snorted at Fili's statement, crossing his arms over his chest.

"You'd better not be holding back," Alison told him with a scowl. "I want to learn how to defend myself and how to help, and that's not going to happen if you treat me like I'm fragile."

"I am not," Fili protested again. At least, he didn't think he was. Perhaps, considering that it was his One whom he was sparring with, he might be subconsciously holding back without realizing it. It was, after all, only the first morning after they had finally lain together, and he could still see visions of her naked and writhing beneath him, or moving gracefully above him, as she had been the night before. He was certainly not at his most focused, he admitted, nor did he have any desire to hurt his One, even if it would be an accident occurring during training.

"Aye, you are, lad," Dwalin informed him, meeting his gaze evenly. "You do remember that I helped train you? I know exactly what you're capable of, and you've not been showing any of that while training the lass here."

Fili sighed, meeting Alison's gaze this time. "If I am holding back, it's not intentionally, I assure you."

She nodded, smiling slightly, her anger apparently gone. "No, I get it." She turned to Dwalin. "Will you train me, then?"

Dwalin blinked in surprise, his arms dropping to his sides. "Are you certain, lass? I'll not go easy on you."

She nodded again, one hand planted on her hip, while the other still held her wooden sword. She was wearing the clothing the elves had provided her with, a pair of form-fitting brown breeches with a green tunic that came down to mid-thigh on her, cinched in at her waist with the sword belt, and a pair of high leather boots. Fili wasn't entirely sure how he felt about the elves being able to provide her with better clothing and equipment when he could not, but he had to admit it was a well-made and practical outfit that would serve her well once they left. "I'm sure. That's why I asked you. I want to be able to help."

She turned to Fili now, looking apologetic. "I'm sorry, it's not that I don't want to train with you, but I do want to become as good as I can, and if you are holding back, even subconsciously . . ."

"I understand, Ali," he reassured her. He wasn't offended; even though he wanted to be the one to keep her safe, he recognized that it would be best for her to know how to defend herself as much as possible, just in case he wasn't around to protect her. He stepped over to the side, handing off his wooden sword to Dwalin, and picked a stone bench several feet away to sit and watch.

Dwalin, as Fili had known he would, launched into the training almost immediately, moving forward quickly and swinging hard at Alison. "Oh shit!" she exclaimed, barely getting up her own wooden sword in time. Fili flinched, feeling the urge to jump in and help her as the fight continued in much the same fashion, but he merely gripped the stone bench tightly and forced himself to only watch as Dwalin had Ali down on the ground within five strokes, wooden sword pointed at her throat. "Are you done already, lass?" he asked mildly.

"No," she retorted, swiping his wooden sword away and scrambling to her feet. "I can do this all day!"

Dwalin laughed. "That's the spirit, lass!" And in a few seconds more, he was back to swinging hard at her, driving her back and calling out instructions occasionally as they went. It was all a very familiar sight to Fili, who had indeed spent much of his training with Dwalin, and then again watching Kili train with him when he wasn't practicing archery. It still didn't make it easy for him to watch, considering his One frequently got hit in the side or the arm or her leg, or knocked to the ground. Still, he made himself stay on the sidelines and watch, since this was what she wanted – and he knew it would help her.

"The lass is working hard," Nori observed, tucking something inside his coat as he came over to the bench Fili was sitting on. Fili suspected it was something that had originally belonged to the elves, but he didn't see any point in berating the other dwarf. If Uncle was worried about it, he'd see to it personally.

"She is," Fili agreed.

Nori nudged the pile of weapons and Fili's coat that lay by the bench, left there before training started. Among them was the sword he'd found for Ali in the troll hoard, as well as the two daggers he'd told her she could keep. "Two daggers and a sword," Nori went on, looking up at Fili with mischief gleaming in his eyes. "Does the lass know of the significance of gift-giving?"

"No." Fili met the other dwarf's gaze evenly. "And I'd prefer she doesn't, just yet. She's not ready to hear it. Besides, I only gave her one dagger and the sword."

"Really?" Nori raised his eyebrows. "How did she get the other one, then? It is yours, isn't it?"

"She stole it from me," Fili admitted with a grin at the memory of just how she'd done it.

Nori laughed at that. "Did she? And however did she manage that? I've never been able to do it."

"Of course not. You can't distract me the way she can," Fili replied, his grin widening as he watched Alison continuing to spar with Dwalin.

Nori smirked. "True enough. Perhaps I should get her to help me out sometime." He watched the training for a moment more before adding, "You are very lucky, lad."

"I am," Fili agreed. Or at least he would be if he could convince Ali to stay with him. "Does that mean that you and the others approve?" He knew that all of the dwarves had to have been told, or at least guessed by now, what Alison meant to him. He still wasn't sure if Uncle fully approved yet, but if the rest of their company did, it would go a long way towards convincing Uncle.

"I like her," Nori declared. "So does Ori. Dori, well, he likes her when she's not being 'inappropriate' as he says. But then he doesn't like me half the time, either. As for the others . . . aye, I think they all approve of your lass well enough. She'll fit in quite well in Erebor, I should think, starting food fights and all."

"She hit you in the face with potatoes," Fili pointed out with a grin.

"Exactly!" Nori whacked him in the shoulder. "She'll fit in just fine. Now, what about Kili? Does the lad have any intentions towards her sister? If not, I think Ori might have some thoughts in that direction. Once he finds the courage to express them, anyway."

"Honestly?" Fili glanced over at the targets, where his little brother appeared to be giving Lily some advice on her stance. "I don't know. He likes her, certainly, but he's not told me anything beyond that." While he knew Kili was definitely attracted to Lily, his little brother had not said anything about having deeper feelings for her, or about Lily being his One. Not even after Fili had confessed to him about Alison. As far as he knew, they had not so much as kissed yet.

"Hmm. Well, I'll tell Ori he may have a chance after all." Nori cast him a sly glance. "And your intentions towards the distracting little thief?"

Fili looked over to Alison again, how hard she was focusing on what Dwalin was saying, and the way her hair shone like fire, before he looked back to the other dwarf. "My intentions are that she will be my wife one day. If she agrees, of course."

"Good." Nori nodded in approval. "I look forward to many more food fights and stolen daggers." He laughed as he walked away, leaving Fili to watch the training once more, and Fili found he couldn't help but agree. She could steal as many of his daggers as she wanted, as long as she stayed with him.

* * *

Fili groaned as the first rays of morning light hit his eyes as they snuck through a crack in the curtains in Ali's room. It was the morning after his third night in her bed here at Rivendell, and if the sun was already rising, he needed to make his way back to his bed on the balcony with the other dwarves before any of them woke up, as little as he might want to.

He doubted that any of them were actually fooled by his sneaking away after everyone had fallen asleep, and sneaking back before dawn, Uncle least of all. Still, he thought it best to keep up the pretense, particularly as he did not have Uncle's official blessing for the relationship just yet.

Still, it was difficult to make himself move; the bed was quite comfortable, but better yet, he had a naked Ali wrapped in his arms. As had become common over the last few nights, her back was pressed to his front, his arm snug around her waist, their legs tangled in one another's. It felt so right that he was reluctant to leave the bed, though he had little time to dawdle. And even less time to satisfy his arousal, he reminded himself.

She stirred in his arms, rolling over to look at him, her eyes heavy with sleep and her hair in a wild tangle around her head. "You have to go, don't you?" she murmured, stifling a yawn.

 _Mahal._ He squeezed her more tightly against him, overwhelmed with feeling. Every morning that he woke up in the same bed with her, every night that he spent making love to her, every time he had her wrapped in his arms as they fell asleep, the happiness and elation that he felt rising through him seemed to grow more powerful. And every time he had to tear himself out of her bed to return to the cold and lonely comfort of his bedroll, it grew harder. He wanted to stay here and make slow, sweet love to her as the sun rose. He wanted to stay together all day in bed. He wanted . . . he wanted too much, right now, he realized. Too much for her, anyway.

So he made himself nod. "I do." He couldn't stop himself, however, from leaning down to kiss her, a slow, lingering kiss to express all the feelings locked inside him. It was only when he pulled back that he realized his mistake.

Her eyes were wide as she searched his own, fear lurking in their depths, and he quickly tried to make himself as expressionless as possible. She wasn't ready for a kiss like that, and that was suddenly very clear as she said slowly, "Fili . . . I – I have to ask you something."

He strove to make his tone as casual and light as possible as he replied, "Of course, Ali. Ask whatever you would like."

"You're not . . . looking for a serious relationship with me, are you?" He could tell she was trying to make the question light, trying to sound as though it didn't matter one way or another, but he could see the growing terror in her eyes, feel her body stiffen as if poised for flight.

He had to be careful how he answered this. Though every fibre in his body screamed for him to say yes, to tell her that she was his One, he knew that would only send her fleeing in terror. Lily had been correct; Alison was very clearly terrified at the thought of anything serious between them. Yet, he did not wish to lie to his One outright, either. That was no way to begin a courtship. So he answered her the only way he knew how: with another question. "Are you looking for something serious?"

" _No,"_ she said quickly, shaking her head, and even though it was the answer Fili had expected, even though he could see the fear driving it, it still felt like a punch to the gut to hear his One say she didn't want him. "No, I'm not," she went on more calmly, giving him an apologetic glance. "It's nothing personal, Fili, I hope you understand. I'm just not looking for anything permanent with . . . anyone."

"Nay, of course not, lass, I understand." He took a deep breath. He had to find a way to keep this going, even if only as a dalliance; not only could he not bear to be separated from Alison, he knew Lily's plan wouldn't work if she fled from him now. So he forced himself to say, "Can we not continue as we have been? Enjoying one another's company in and out of bed, without any deeper promises?" _Yet, anyway._

She nodded, looking relieved. "Yes, of course, we can do that. Where I'm from, we call it friends with benefits."

"Friends with benefits?" Fili repeated, curious, his attention momentarily diverted by this mention of something from her homeland, of which she spoke so little.

She smiled, looking slightly amused. "Yes. It's when you're having sex with someone, and you're friends, but neither of you wants to be in a serious relationship. The sex would be the benefit you don't normally get out of a friendship."

"That is quite the benefit to have, then," he replied, striving to sound amused, and he must have succeeded, for she laughed and nodded. "And I wish I could enjoy that benefit once more this morning, but I should return to the others before someone wakes up."

"Of course." She watched him as he climbed out of the bed, finding his clothes from where they'd been scattered the night before. "Tonight, though?"

"Aye, lass," he agreed as he tugged his breeches on. "I'll join you again tonight."

"Good." She gave him a wicked smile, and in spite of his heartache, his body reacted with the desire it always did as he pulled his tunic on as well. "I look forward to it."

"As do I, Ali," he told her sincerely. He would not miss any moment in her bed, even if she only wanted lust from him and nothing else. He would simply have to take better care to keep his feelings contained for now. He headed for the door after he'd gotten his boots on, glancing back at her in the bed. "You should get some more sleep."

She nodded as he slipped out the door, closing it carefully behind him before he made his way through the darkened hallways, back towards the balcony. Seeing the true depths of her fear of love worried him; would he truly be able to help her overcome that? Would she develop feelings for him over time if they continued to be "friends with benefits" as she called it? Would she ever agree to marry him? He would need to talk to Lily again, he decided. He needed some assurance that this plan of hers would work, because he did not want the cold loneliness that he felt upon returning to his bedroll to be the way that he felt for the rest of his life.

* * *

Now would be as good a time as any, Alison decided as she spotted Thorin sitting alone on a stone bench, watching Fili and Kili spar with one another. She'd just finished up her morning training with Dwalin, which, while brutal and intense, had taught her a lot. She might actually be somewhat of use in a battle now, if she needed to be. And while she was starving, since it was time to go grab lunch in the elves' dining room before her afternoon of learning about herbs with Oin, she could take a few minutes to talk to Thorin.

She wanted to soften the stern king towards her and Lily a bit more, as he'd spent little time talking to either of them over the course of their stay at Rivendell. Tomorrow night was when the map would be read, which meant they would be leaving early the following morning. Before they got back on the road, and into the mountains where she and Lily had decided her visions would be temporarily "blocked" until Bilbo got the Ring, she needed to convince him a bit more of their sincere desire to help and be useful. She'd thought of a good way to find common ground with him; now she just needed to put her plan into motion.

She crossed over to the bench and sat next to Thorin, a respectful distance from him, noticing as she did that Lily was still talking to Ori, probably telling him another modified story that he could write down. Well, that was fine; this would be easier without having Lily around, anyway.

Thorin cast a quick glance at her, looking a bit surprised that she'd sat down by him, but at least he didn't look pissed. He didn't say anything as he turned his attention back to his nephews.

"I have two nephews myself, you know," she began. This time, Thorin shot her a shocked glance, and realizing why he was so surprised, she quickly clarified, "M - Our older brother's children." This was why it was better that Lily wasn't around for this conversation; while she knew the boys, they weren't actually her nephews, nor was Wyatt her brother. While she knew them fairly well, due to how much time their families spent together, she didn't feel about them the same way that Alison did, and Alison thought if Thorin was anywhere near as observant as Fili, he'd probably notice that right away, and wonder about the discrepancy.

"They're not as old as your nephews, of course," she went on. "Dean has only just learned to walk, and Luke is only four years older." She didn't want to actually specify their ages, as she wasn't exactly sure how she was supposed to age as a half-dwarf, let alone how her supposedly half-dwarf brother's children should age. "Still, I know how you feel about them." She nodded at Fili and Kili, still fighting hard while they teased one another.

Thorin raised his eyebrows, his dark gaze otherwise expressionless. "Do you now?"

"You love them like they were your own," she replied simply, working not to tear up over the memory of the two of them calling out "Auntie" and running to see her whenever she came over. She'd always tried to visit them at least once every two weeks, if not once a week, and as she'd been living with her brother and sister-in-law when Luke was born and for the first two years of his life, she sometimes felt like his second mother. Every day, she was reminded of how much she missed her family, her friends, and everyone she'd lost. But somehow, thinking of her nephews was the hardest; wondering how they'd reacted to being told she was dead, if they'd cried when she wasn't there to comfort them, and knowing that she would never see them grow up into young men the way Thorin had with his nephews. Somehow, she managed to keep the tears from spilling over as she met Thorin's gaze and he gave her a brief nod of agreement, his expression softer, though he said nothing.

"And because I know that," she went on, "I just wanted to reassure you that Lily and I will do everything we possibly can to help, and to keep them safe, along with all of the others. We're doing our best to learn how to fight so we don't burden any of you, and we'll do absolutely everything else in our power that we possibly can to help you all get back Erebor and stay safe. And I'm going to have a talk with Fili about not trying to protect me so much."

"I appreciate your desire to help, and to keep us all safe," Thorin said after a moment, his voice sounding the warmest she'd ever heard it. Still cold compared to an average person's voice, of course, but it was progress, and he looked as though he were smiling slightly as he went on, "I doubt you will get Fili to agree to not protect you, however. Or for Kili to not protect your sister. There are very few women among Dwarves, so we are very protective of the ones we do have. And as they have been helping to train you, they will likely feel extra responsibility for your safety."

Well, that certainly explained why Fili was so protective of her, in spite of the fact that he apparently didn't have any deep feelings for her, Alison mused. She was glad he didn't, of course, she reminded herself, for when he'd kissed her that other morning, it had felt so intimate and loving that she'd become terrified she was going to break his heart. But when she'd confronted him about it, he'd so quickly agreed to the friends with benefits arrangement that she'd decided she must have been wrong. And his over-protectiveness was apparently just an ingrained response from years of protecting women. That was good. That was what she wanted. That meant they could keep having casual sex without hurting each other, like she'd promised Lily. And once Erebor was reclaimed, with all of them hopefully alive, they would continue as just friends, so he could find himself a nice Dwarf woman. Everything was settled. She'd just have to convince him to stop treating her as a Dwarven woman, so he didn't get himself killed trying to keep her safe.

"I'm still going to try," she told Thorin. "I don't want him getting hurt protecting me. So I'll try to convince him to stop."

Thorin shook his head. "I still do not believe you will succeed, but I appreciate the attempt. Has your sister had any further visions of what will occur after we leave this place?"

Alison fought off a smile at how scornful Thorin still sounded of Rivendell as she shook her head. "Not yet. She thinks there might be some magic here that blocks her visions. Hopefully, once we leave, she will have more."

Thorin frowned. "Well, as soon as she does, have her inform me of what she sees. I will need to know how best to proceed, particularly with Azog tracking us."

Alison nodded, having expected some similar directive. "Of course. I've got a little advice about Azog, and fighting Orcs in general, if you don't mind. I know I'm not anywhere near being a fighter, but I have studied healing, and where I come from, a lot of that is about knowing how a body works. And knowing how it works, means I know the best places to strike, even if I'm not capable of hitting them."

"Oh?" Thorin said, his tone sceptical and his face expressionless once more. "Where would you recommend I strike, then?"

"From what Lily has told me of her vision of Azog," Alison began carefully, "he doesn't wear any armor higher up on his legs. And given how much taller he is than any of us, that makes his legs ideal targets." She tapped the back of her thigh. "Cut him here, nice and deep, and he won't be able to stand, much less walk or fight. And here," she tapped high up on her thigh, towards the inside, "is a vein that will make him bleed out just as fast as cutting his neck would. But you'll want to cut downwards, or at an angle, not straight across, for maximum damage."

Thorin studied her for a long moment, his gaze intense. "You are certain about this vein?"

Alison nodded firmly. "Very certain." Seeing that Lily was walking towards the bench, likely to come get her for lunch, she stood up. "Same goes for his warg if he's riding it. Don't try to fight him on the warg's back; just cut its legs out from under it, instead. Once the warg has collapsed, you can fight him on more even ground."

Thorin nodded after a moment. "I will take your advice under consideration."

"I hope so," Alison replied sincerely, knowing that answer was the best she could expect from Thorin. She nodded to him before walking over to Lily. "Come on, Lil, let's go get some lunch."

Lily nodded, calling out a greeting to Thorin, who gave her a brief nod in return as they walked by, heading for the dining hall. Once they were well out of the earshot of the dwarves, Lily murmured, "So what was that about?"

"Oh, just trying to get Thorin to like us a little better. I told him about my nephews. Or, I guess, our nephews." She met Lily's gaze, raising her eyebrows, and Lily nodded in understanding. "And that I knew how he felt about his nephews, so we would both do whatever we can to protect them. I also laid some groundwork for your visions being 'blocked'. Told him you hadn't had any since we'd been here, and you thought magic might be blocking them."

Lily nodded thoughtfully. "That's good. Easy enough to believe, since the valley is surrounded by magic, after all. And I can pretend that the effect lasts for a while after we leave, to explain why I don't see the stone giants or the goblins coming. But as soon as we're out of Goblintown . . ."

"Your powers can suddenly come back," Alison finished. "Which is right around when Azog will show up, conveniently enough. I also gave him some advice on how to hamstring Azog or cut his femoral artery. Not in those exact words, of course. Or cut the warg out from under him. We'll see if he listens."

Lily sighed. "Hopefully he does. If he can manage to kill Azog before we even get to Beorn's, that will go a long way to helping keep him – and his nephews – alive in the final battle."

"Let's hope so. If not, we'll have to think up some other things to do. Well, we should no matter what. And speaking of his nephews," Alison gave Lily a sly look, "how's it going with Kili?"

"Archery training is going very well," Lily replied innocently. "I'm hitting the target almost all the time, now. Kili says we'll try some moving targets tomorrow before we leave."

Alison snorted, whacking her lightly on the shoulder. "That's not what I meant and you know it. I bet you haven't even kissed him yet."

"Why would I?" Lily asked, raising her eyebrows.

Alison rolled her eyes. "Come on, I know you like him. Don't try pretending you don't."

Lily shrugged. "Of course I like him. But he hasn't shown me any sign that he's serious about me, and we can't all be 'friends with benefits'. That's just not for me."

Alison sighed. Lily hadn't exactly been happy when she'd told her about the conversation she'd had with Fili the other morning, in spite of her assurances that it was the best thing for both of them. She knew it was not the sort of relationship her cousin would want for herself, so she could understand where she was coming from. "Of course not, Lil. There's nothing wrong with that. But did you actually ask him what he wanted, or are you just guessing?" _Or, do you just not want to get close to Kili at all, knowing that he might still die?_ She didn't say it out loud, though. She would be the last one to blame Lily for wanting to protect herself from that kind of heartbreak.

"I didn't ask, and I don't want to talk about it anymore," Lily told her as they approached the door to the dining hall.

Alison nodded. "Fair enough." Lily had always respected her wish to not talk about Chris; she could hardly disrespect Lily's wishes in return. "Just, you know, if you want to talk about it – or anything – you can."

Lily smiled. "Thanks. Back at you."

At the very least, Alison thought as they went to find a place to sit down, she'd not lost Lily. Though all the rest of her family and friends were effectively dead to her now, she still had her cousin to rely on, who had always been both for her; her family, and her best friend. If she had Lily with her, she was certain the two of them could figure out some way to save the doomed Line of Durin. And once they did, Lily could be with Kili, if she wanted, without having to worry. She could be happy. Alison couldn't have her own happiness anymore, but she could make sure Lily got hers, and she would. That – and keeping everyone safe – was all that mattered to her now.

* * *

"Alison. Your sister told me I would find you here. I wanted to talk with you before we leave tomorrow."

Alison looked up from the happily purring cat on her lap to see Fili approaching her, looking a little serious, which instantly worried her. She was sitting on a bale of hay in Rivendell's stables, having retreated here to spend time with the animals after her lessons with Oin. Not only was the stable full of horses, there were even a few cats for her to pet, which helped alleviate the lack she felt from not seeing animals every day, the way she had at home, between her work and her own pets. She'd never had Fili track her down here during their week in Rivendell, though, and now she worried that he might want to change their arrangement. Still . . .

"I wanted to talk to you, too," she told him, scratching the big black cat under his chin, increasing his happy rumbling. It was time she told Fili to stop protecting her, as she'd promised Thorin she would. "But you can go first, if you like."

Fili nodded, looking down at her and the cat in her lap with an odd expression on his face before he cleared his throat. "The quest will only get more dangerous when we leave here, especially if Azog is in pursuit of us. And though I would like nothing more than to enjoy your company every day, I cannot in good conscience ask you to keep putting yourself and your sister in danger for our sake. So, I just wanted to say that if you wish to remain here, with the elves, where you will not be in danger, I would not blame you."

Alison sighed, shaking her head. Not what she'd been afraid he would say, but still not something she wanted to hear. She lifted the cat off her lap, setting him down on the ground, and stood up. "And this is exactly what I need to talk to you about. You have to stop trying to protect me."

Fili shook his head, frowning. "I cannot do that."

"You can," Alison disagreed with him, planting her hands on her hips. "You just have to stop thinking of me as one of your dwarven women. I'm not a dwarf – not a full dwarf, anyway – and if you keep protecting me, it's going to defeat the purpose of me coming along. I want to help you all succeed. I don't want to be a burden that gets one of you killed." _Especially not you._ But only because he was Thorin's heir, she reminded herself, and her friend.

"You are not a burden," Fili protested, and when she opened her mouth to disagree, he went on, "You're not. That's not why I – " He took a deep breath and shook his head. "I cannot do as you ask. It would go against every instinct I have."

"And it would go against every instinct I have, to stay behind," Alison retorted. "I told you before, I want to help and I can help. So can Lily. We're not staying here. I don't want anyone to die, okay? And any one of you might die without Lily's visions or my healing skills. So I am going with you, and I don't want to hear you ask that again, okay?"

"All right," he conceded, holding up his hands in defense, though he was starting to smile. "But if I do not get to ask you that again, you do not get to ask me not to protect you again. If you are coming with us, I will continue to try and keep you safe, just as I suspect you will try to keep me safe. But if it helps, I will promise to try not to endanger myself too much while protecting you."

Alison nodded slowly. "It helps." She suspected it was the best she was going to get out of him, anyway, and remembered the slight smile on Thorin's face when he'd told her she wouldn't convince Fili to stop, and how sure he'd been. _Probably knows just how stubborn his stupid nephew is. He's just like him in that way._ She grinned a little at the thought; the two weren't alike in many other ways, but they were definitely equally stubborn.

She looked up at Fili to see that he was watching her with that familiar heat in his eyes now, and she gave him her best wicked grin in return. "Well, it seems we have a deal then. And that we're done talking."

"Aye, lass, I think we are." He closed the distance between them so quickly that it surprised her as much as it thrilled her; his mouth was on hers just as quickly, hot and urgent and full of need. She was perfectly fine with that; she could deal with need and lust, and in fact was more than happy to do it.

She threaded her hands into his golden hair, gripping tightly as she met his kiss with equal need, pressing her body firmly against his. He moaned something into her mouth that she didn't make out as his hands dug into her ass, lifting her off the ground and pressing her more tightly against him. She wrapped her legs around his waist as he backed her into the stable wall, rolling his hips against her, causing her blood to heat yet further and a shudder of desire to wrack her body.

She had to pull her mouth away from his, gasping for air, her hands still gripping his hair. He sucked in a breath of air as well, before he pressed his mouth to her neck and began sucking on it. "God, Fili," she ground out, shifting so she could feel his arousal between her legs, and rolling her own hips against his. She suddenly wanted nothing more than for him to fuck her against the stable wall; they would be back on the road tomorrow, with little to no privacy or safety, so why shouldn't they go out with a bang, so to speak, here in Rivendell?

"Ali, we shouldn't do this here," he mumbled against her neck, but when she leaned down and nibbled his earlobe at the same moment she rubbed more firmly against him, tugging on his hair, he groaned and nipped her neck in response. Quickly he shifted so that one arm remained beneath her ass, holding her up, while he deftly undid her swordbelt with the other. As soon as that was done, he slid his hand up beneath her tunic until he could cup her breast through the breastband the elves had shown her how to wear in place of her destroyed bra. She gasped at the feeling, sliding her hand inside the collar of his tunic as he wasn't wearing his coat, and caressing the heated skin there as their mouths met once more, hungry and eager.

At that precise moment, a startled exclamation in Sindarin rang through the stables. Alison looked over Fili's shoulder as he froze to see Lindir several feet away, staring at them in shock and embarrassment. Jesus, was he blushing? She didn't even know elves could blush, but his face was definitely turning red.

"Hey, Lindir," she greeted casually as Fili carefully set her down and stepped back from her, not turning to face the elf just yet for obvious reasons. Fili leaned down and scooped up the swordbelt he'd dropped, buckling it back on her; he looked just as embarrassed as Lindir, which was kind of adorable, and also disappointed, which Alison didn't blame him for. She was a little disappointed, too. Oh well, they could always continue this in her room later. They should still have some time together before they had to leave.

"My lady," Lindir said stiffly, bowing his head while Alison tried not to snort at the title. "My apologies. I did not mean to interrupt such a . . . _private_ moment. I only meant to check on my horse."

"Oh, of course, don't let us stop you," Alison replied, struggling to keep a straight face. "We were just leaving. You know, somewhere more _private._ " She grabbed Fili's hand, tugging him along after her as they passed Lindir, who cautiously watched them until they were out of sight.

She was giggling by the time they'd made it out of the stables and hopefully out of Lindir's earshot. Fili gave her a look that managed to be both exasperated and amused. Probably one he'd perfected with Kili as his brother, she thought as Fili said dryly, "I fail to see what is so amusing, Ali."

"The look . . . on his face . . . when he first saw us!" She managed between giggles, finally getting herself to calm down a little as they moved further away from the stables. "It was priceless! And oh God, I wish I spoke Sindarin – he probably said something like the elven version of 'holy shit' when he saw us!"

Fili gave her a wry look, though he was smiling. "I suppose I can see how that would be amusing for you. It was rather uncomfortable for me, however."

"Sorry," she apologized, feeling a bit more contrite. "I would rather nobody had found us, but I can fix that for you later." She gave him a sly smile, watching his eyes heat at her words.

"Mahal, Ali, you're not helping matters," he grumbled, shifting a little while she smiled innocently at him. "But yes, I will join you in your room later. First, we should go eat dinner; it will be the last full meal we get before we are on the road again."

"Yeah, you're right." Alison giggled a little to herself as they headed for the dining hall, envisioning the shocked look on Lindir's face, not even focusing on the fact that Fili still held her hand as they went, and she hadn't bothered to pull away.

* * *

Bilbo wandered along the stone pathways with the light of the crescent moon and the stars showing him the way as he studied the waterfalls for what might be the last time, turning the words of the map over and over in his mind. He had been with Thorin, Balin, and Gandalf earlier that night when Lord Elrond had finally been able to read the moon runes on it, which had left them with a riddle: _Stand by the gray stone when the thrush knocks, and the setting sun with the last light of Durin's Day will shine upon the keyhole._

Durin's Day, as Bilbo had discovered, was the start of the Dwarves' new year at the end of the autumn, which also gave them a deadline. They needed to be at Erebor by the end of autumn. Thorin had been worried about the short amount of time, but Balin seemed certain they could make it. Bilbo was still wondering whether he should go at all. The dwarves seemed to care little if he was present or not, and while Lily and Alison seemed to enjoy his company, he was just as certain they could get on without him. Besides, Lord Elrond had told him he could stay if he liked, and Rivendell was a beautiful place. The elves were lovely people, with excellent manners, unlike the dwarves. Still, the riddle of the map intrigued him. He'd always liked riddles. What was he to do? He needed to decide soon; they would leave in the morning.

"Of course I was going to tell you," Gandalf's voice echoed among the stone pathways. Bilbo started, looking around for the wizard as he continued, "I was waiting for this very chance. And really, I think you can trust that I know what I am doing."

"Do you?" Lord Elrond's voice replied coolly. "That dragon has slept for sixty years. What will happen if your plan should fail, if you wake that beast?"

Bilbo had realized earlier at the meeting that Lord Elrond didn't seem to approve of the Dwarves' plan to retake their homeland, but he had not realized the elven lord was so set against it. And really, he had an excellent point. What if the dragon _did_ wake up?

"What if we succeed?" Gandalf countered. "If the Dwarves take back the mountain, our defenses in the east will be strengthened."

"It is a dangerous move, Gandalf," Elrond warned, and Bilbo finally spotted the pair walking on a stone bridge below him, heading towards another pavilion.

"It is also dangerous to do nothing," Gandalf replied. Hearing a sound just behind him at that moment, Bilbo quickly turned to see Thorin himself standing behind him, also listening intently to the pair as they continued their talk. Thorin said nothing when he saw Bilbo watching, and with a shrug, Bilbo turned back to the conversation. "Oh, come, the throne of Erebor is Thorin's birthright. What is it you fear?"

"Have you forgotten? A strain of madness runs deep in that family," Elrond retorted. "His grandfather lost his mind. His father succumbed to the same sickness. Can you swear Thorin Oakenshield will not also fall?"

Bilbo glanced back at Thorin, shocked at this new information. Would the unshakable, strong Thorin really fall prey to madness? Thorin was looking upset and uncertain at the elven lord's words, however, starting to turn away, when another voice rang out clear.

"Isn't it rude to talk about another person's problems behind their backs? You would think a wise elf lord would have better manners than that."

Bilbo turned back to the scene below, startled at the sound of Lily's voice. She and Alison were standing below on the bridge, several feet behind where Lord Elrond and Gandalf now were, and the pair had turned to look at them in shock and surprise.

"Besides, Gandalf's right," Alison added. "It's too dangerous to do nothing. Sure, the dragon might get woken up. But did you honestly think it was going to sleep forever? Sooner or later, it's going to wake up on its own, and probably the first thing it's going to do when it gets bored is go roast Laketown and all the people that live there. And hell, by the time it does that, the people there might have forgotten about the dragon altogether. Wouldn't it be better to have an idea of when it's going to wake up, so they can do something about it? Or do you not care if an entire village of Men gets slaughtered, so long as you know in time to make sure Elves are safe?"

"That is not what I meant at all," Lord Elrond said coldly, "and I most certainly do care if those people are in danger. As they will be if Thorin foolishly stumbles in there and awakens the dragon."

"But they will know about that," Lily replied softly. "They will have advance warning. We'll make sure to tell them. What warning would they have otherwise? Their village burning down to the ground around them at whatever future point Smaug chooses to leave the mountain?"

"Exactly," Alison added, folding her arms across her chest. "What is your plan, exactly, for the dragon? Just wait and hope it sleeps until the end of time and never kills anybody? At least Gandalf and Thorin are going to do something about it, instead of twiddling their thumbs and talking and never bothering to do anything at all. Haven't you ever heard of preventive measures, or that the best defense is a good offense?"

With that, the sisters turned and walked away, Alison moving rather angrily as Elrond glared after them, Gandalf apologizing profusely to his friend for their behaviour, though Bilbo thought he looked more than a little amused. Alison was grumbling something as she went that sounded like, "Fucking elves! 'Ooh, let's just bury our heads in the sand and keep hoping that nothing bad ever happens in our land of lollipops and rainbows until the monster comes along and bites us in the ass!' Jesus!"

The sisters disappeared out of sight below the bridge at this, while Gandalf finally urged Lord Elrond to continue on to the pavilion. Bilbo turned to look at Thorin to see what he thought of the sisters coming to his defense, only to find Thorin _smiling._ Not just a small, amused quirk of the mouth, either. Oh no, this was a full-on beam of a smile, transforming the Dwarf's whole face, his blue eyes lit up with mirth as though he were about to start laughing at any moment. "Mahal chose well for my nephew, it would seem," Thorin said at Bilbo's look.

Bilbo frowned, confused. "For your nephew? What do you mean?" He knew that Alison and Fili appeared to be romantically interested in one another, but he was not at all sure what that had to do with Mahal.

Thorin just gave him an enigmatic smile. "Just that Miss Alison rather reminded me of my sister in that moment. Dis would use less colourful language, of course, but the result is the same. And it appears our seer is even wiser than I first thought. Come, we have little time to prepare. We will be leaving this accursed place soon." With that, Thorin turned and walked off, leaving Bilbo staring after him in surprise.

Was he going to go with Thorin and the others? He still hadn't decided. Alison and Lily had made very good points, however. What good did waiting and hoping that nothing bad would happen ever do for anyone? Those villagers might need help. The Dwarves needed help, getting their home back. He suddenly recalled what the sisters had said at his home before they'd left, about how they could help and so they would. He could help, too. He wasn't sure just how, yet, but Gandalf seemed certain he could, and so had they. Besides, that smiling side of Thorin was a side he'd never seen before. Maybe, if he went with them, he'd see it again. And that was just as intriguing as the riddle of the map. With his decision made, Bilbo nodded to himself and ran after Thorin.


	8. Thunderstruck

_A/N: Well, this took a little longer than I meant to, but still less than two months which isn't too bad for how busy I've been lately! Hope you all enjoy, this chapter covers the mountains and Goblintown, next chapter we will be seeing Azog and probably Beorn, and things will start to get shaken up ;)._

 _Thanks to everyone who's favorited, followed, and read so far! And extra special thanks to my reviewers of last chapter: MissCallaLilly, Lyryenn, and the awesome MoiraStarsong - I always love hearing what you guys think!_

 _And **PLEASE REVIEW EVERYBODY!** If you would like more frequent updates, I need to know more people are interested or this will fall a bit lower on my priority list, as I have a few projects on the go besides work. I won't stop writing altogether of course, but it might be like every 2 or 3 months instead of 1. So if you want it to be 1, let me know and I'll work harder!_

 _Disclaimer: Any scenes and characters you recognize do not belong to me, everything else does though!_

Chapter 8: Thunderstruck

"You are still certain this will work?" Fili asked quietly.

Lily nodded. At his request, she'd waited until Alison had fallen asleep during Fili's watch, and then had come to speak privately with him. They had been on the road for three days now after leaving Rivendell, and would arrive at the mountains tomorrow. After that, it was likely he would not have any opportunity to speak to Lily somewhere that her sister wouldn't hear. She looked over to her sister's bedroll before replying in a low tone, "I'm sure."

"She did tell you about the 'friends with benefits' talk we had, right?" Fili still winced at the memory of that talk, and how frightened Alison had looked at the thought of a serious relationship. "She looked so terrified when she asked if I was serious about her."

"She told me, yes, and she is terrified. But it's a good sign, I promise." Lily threaded a hand through her hair, meeting his gaze. "I can tell you this much; she's never done the 'friends with benefits' deal before. If she thought there was even a chance a guy was starting to care too much, or she was, she'd just cut and run, without even talking to him. So it might not seem like it, but it's working. She's still not ready to hear how you feel, though."

Fili sighed, scanning the surrounding countryside in the dark before turning back to Lily. "No, I did not think she was." Still, the fact that she had agreed to continue on as before, in spite of apparently never having done so, was definitely encouraging. "I should just continue on with her as I have been, then?"

Lily nodded again, giving him a small smile. "Light and fun, as before. It'll work, I promise."

Fili sincerely hoped that she was right. He felt as though he were only falling in deeper with Alison, the more time that he spent with her. These last few days had been particularly difficult to deal with, as she had been so near, yet he had been unable to share her bed as they had in Rivendell, considering that they were back on the road. He was unwilling to endanger either her or himself by finding somewhere out of the others' earshot, nor was he willing to make love to her where the others might hear. Having the elf see them in the stable had been embarrassment enough, but he hadn't been able to help himself after she'd stated so firmly her willingness to help once more. And the stable had been at least somewhat private; here in camp would not be private at all. So he'd had to content himself with simply spending time with her, talking with her more about her family and his own. Though it certainly hadn't escaped his notice that she still avoided any details of her home, and instead focused solely on what her family was like, at least she was telling him something about herself. He had also noticed a strange sadness when she spoke of her family, and wondered what might cause it, but suspected he would have to wait to find that out, just as he would have to wait to confess his feelings. But, if Lily was right, he still had a chance for both.

He nodded to her. "I pray you are right. What about your visions? Have you seen anything more about Uncle or Azog, or what might happen?" He'd heard from his uncle that Lily's visions had been blocked by the magic in Rivendell, but hoped they might have returned to her by now. He could not bear the thought of Azog killing Uncle in battle.

"No." Lily shook her head. "Not yet. I think the effect still hasn't worn off enough. Hopefully I will see something soon." Was it his imagination, Fili wondered, or was she not quite meeting his eyes as she said that? "I do have a bad feeling about the mountains, though. We should be careful when we cross them."

"We will," Fili reassured her, wondering, too, why she looked so suddenly guilty. "Unfortunately, though, there is no other way to go, not if we wish to reach Erebor in time."

"Well, hopefully it will all work out, then." Lily stood up. "I'll go back to sleep now, unless you need something else." He shook his head, and she started to slip back over to her bedroll by Alison, calling softly behind her, "Good luck."

He just might need her wish of luck, Fili thought, and offered up his own prayer to Mahal that everything – including their trip over the mountains – would work out fine.

* * *

Fili was starting to feel cold, and he rarely felt the effects of the weather this much. The brutal wind driving at them, however, was chilled, and that was on top of the heavy rain soaking through all their cloaks. The rain drove into his face, as well, pushed so hard by the wind that it felt like pricks from a dagger striking his skin. And in the distance, lightning lit up the sky with alarming frequency, along with the deep boom of thunder. As if that wasn't enough, the path they were on was very narrow, causing them all to have to keep close to the mountainside and try to maintain their footing on the increasingly wet rock. He wondered if this storm was what had given Lily a bad feeling. He certainly didn't much like it.

Especially, he thought, glancing to his right, when he could see how cold Alison clearly was. Her face was pale beneath the hood of the cloak the elves had given her, and he felt quite certain her lips were starting to turn blue. She was singing as they went, as if to distract herself from the weather raging around them, though Fili could only catch snatches of the song, and he didn't much understand what he did hear:

 _I was caught  
In the middle of a railroad track  
I looked round  
And I knew there was no turning back_

There was a pause where the thunder drowned out her voice, followed by:  
 _Sound of the drums  
Beating in my heart  
The thunder of guns  
Tore me apart  
You've been  
Thunderstruck*_

Well, Fili thought wryly, he might not understand some of the words, but the last one certainly made it sound like an appropriate song to be singing under the circumstances. She had to halt her singing, however, as her teeth started to chatter, and he frowned. The sight made his heart wrench painfully; he did not like to see her in such discomfort, especially when he could do nothing about it. Uncle seemed determined to keep moving onward, in spite of the storm, but Fili decided he couldn't take it anymore. "Uncle, we must take shelter!" he bellowed over the thunder.

His uncle turned slightly in the direction of his shout, but didn't immediately respond. Kili, who was just ahead of Alison, with Lily on his other side, glanced back at Fili and nodded, before shouting ahead, "Uncle, please!"

Before their uncle could respond, Bilbo, who was further down from Fili, slipped and nearly fell right off the path. Dwalin was able to reach out and grab him, pulling him back to safety, and that apparently was the deciding factor for their uncle, for he shouted, "Yes, we will find shelter immediately!"

Fili had no sooner let out a breath of relief at these words, when Dwalin yelled, "Look out!"

Fili looked behind him, only to see an enormous rock come hurtling through the air towards them, about to crash into the mountainside above them. He quickly turned back, reaching out to Alison and pulling her in front of him, pressing her up against the rocky mountain and covering her body with his. He was just in time as the rock broke into several dozen pieces on the mountain above, sending a cascade of rocks tumbling over his back and over all the others. Kili, he saw out of the corner of his eye, had done the same thing with Lily, shouting out, "Hold on!" as he did so.

"This is no thunderstorm. It's a thunder battle!" Balin yelled from up ahead.

Fili turned his head slightly to see Balin pointing at the mountain across from them. He blinked a little in surprise as the mountain seemed to be moving, sure that he couldn't be seeing it right, but as he kept watching, it became clear that a giant made entirely out of stone was prying itself away from the rest of the mountain, before it broke off a chunk of the mountain.

Fili felt Alison poke him in the chest at that moment, and squinted down at her, her pale face nearly glowing in the rain as she looked up. "Thank you, Fili, really, but you don't have to protect me from the rocks," she told him softly.

He shook his head at her, even as he heard Bofur shouting something about legends and stone giants. "I know I do not have to, but I want to." _I need to._ "Besides, I'm not putting myself in more danger. The rocks would be falling on me anyway. So I am following our deal."

She gave him a wry smile. "So you're going to be stubborn about it?"

He nodded, about to open his mouth to say something else, but then he heard his uncle's voice bellowing, "Take cover, you fool!"

He quickly glanced up to see more rock showering down on them, and leaned forward to cover Alison once more as Dwalin called, "Hold on!" He felt more bits of rock thudding into his back, but they stopped soon enough, and he lifted his head to see what was happening now, only to hear an ominous cracking noise. He glanced down to his right, to see a crack developing in the path right between him and Kili. He looked up to see the horror reflected in Kili's eyes as he realized what Fili had already seen; the crack was growing larger, splitting right through the path. Fili tried to lean forward across the rapidly growing crack, reaching out as he called, "Kili, grab my hand!"

Kili was reaching out for him as well, but they were speeding away from each other too rapidly; neither of them was able to reach the other as the gap between them grew much too large. Fili nearly fell over the edge of the crack, but Alison grabbed onto his coat and pulled him back, tightly against her. He wrapped an arm around her, even as he stared at his brother across the way, trapped on what he realized had to be a knee of one of the giants, along with half of their party, his uncle included. "Kili!" he shouted again, even though he knew there was no way his little brother could hear him any longer. His stomach was tight with worry and fear, and he didn't know what to do. How could he save him like this?

"Fili. Fili, look at me." He looked down at Alison; she was smiling gently at him, her hands still clutching at his coat. "He'll be all right. They all will."

He wanted to believe her, he really did, even as he could feel the air whooshing by them as the giant moved, but . . . "How do you know?"

"I have faith," she told him, still smiling, and he felt some of his worry ease at the conviction in her voice, and really, her presence alone.

At that moment, however, the giant they were on shuddered, then tipped, crashing back into the mountain. Fili clung tightly to Alison, struggling to keep his balance along with the others on their side, and managed to glimpse the other knee drawing up next to a mountain path, Kili and the others racing off the knee onto the path before the giant moved again.

Fili couldn't see what was happening through the driving rain, but it seemed as though their giant was battling with another one, knocking each other around and sending bits of rock flying everywhere. As their giant moved, the knee they were still precariously perched on went swinging by the path Kili and the others had leapt onto, so close that Fili could actually see his brother's frightened face only a few feet away.

"Jump! Come on!" his uncle shouted, but there was no time as the giant kept moving, the knee swinging away once more.

It took Fili a moment, but he suddenly realized their giant was falling, obviously having been defeated in its battle, and the knee they were on was heading straight for the side of the mountain. "But are you sure we're going to be all right?" he asked Alison as they fell.

She gave him a half-smile, curling her hands into his coat tighter as he wrapped both arms around her, determined to do what he could to keep her safe. "Reasonably sure," she joked feebly.

Fili could see the mountain hurtling closer, and briefly considered telling her everything in that moment; that he loved her, that she was his One, but the wall was coming too fast. And in the same moment, he saw a path right below them, and knew that he could save them both. "There's a path!" he bellowed to the others. "Jump!"

"Hold tight," he whispered in Alison's ear, and she wrapped her arms around him as he took a deep breath and leapt for the path below.

* * *

"Ali! Please, you must wake up! _Amrâlimê,_ I need you to open your eyes! Can you do that for me, please? I can't – _Mahal_!"

The voice drifted through Alison's head, along with snatches of a song. _Broke all the rules, played all the fools, yeah yeah they, they, they blew our minds._ Was she dreaming? Was she half-awake? She wasn't sure. She rather felt like she was in a dream, on the verge of waking, except there was nothing but blackness, the song repeating, and that desperately upset voice. She knew that voice, she was sure of it, and equally sure that it should never be that upset. It was asking her to wake up, and she wanted to, but she couldn't quite seem to get her eyes to open.

"Ali, I swear to God, if you don't open your eyes, I will smack you into next week! You can't leave me to do this alone!" She knew that voice too; better than anyone else's, in fact. That voice should also never be upset, though it sounded as angry as it was upset. Then the voice went on, more quietly, "What happened to her?"

"I – I don't know." The other voice, still sounding devastated and unhappy. "She must have . . . hit her head when we landed on the path. I landed on top of her; I must have knocked her head into the ground, and now she won't wake up. It's my fault; I didn't protect her."

"No, Fili, it's not your fault. You were trying to keep her safe. It was just bad luck, that's all. She'll be okay. No one's got a harder head than she does."

Yes, this was true, Alison agreed with the voice; it was often a joke among their family that they all had hard heads. She should be fine. And of course it wasn't Fili's fault. That was ridiculous. She needed to wake up. _Wake up wake up wake up_ , she chanted to herself. Finally, through what felt like a Herculean effort, she managed to pry her eyelids open. Everything came rushing back into focus at that moment; her head did fucking hurt, like there was one giant, throbbing mass on the back of her skull, and rain was no longer falling on her face.

And she was lying on the ground, she realized, apparently with her head in Fili's lap. His face was only a few feet above hers, drawn with fear and worry, and when she turned slightly to the other side, she could see Lily kneeling next to her, her face pale and similarly worried-looking. "Hey," she managed. Both heads whipped to look down at her, lighting up when they saw her eyes were open.

"Ali! Thank Mahal!" Fili exclaimed, and she felt his hand brush her cheek as he beamed down at her, causing a rush of warmth in her chest. _And I was shaking at the knees, could I come again please._ She shook her head slightly to clear it; apparently she was still half-dreaming.

"Ali!" Lily added from her other side, and she tipped her head slightly back that way to see her cousin smiling broadly as well. "How are you feeling?"

"Like I've been thunderstruck?" she joked. Lily groaned, dropping her head into her hands.

"So punny, Ali, really." She grinned as Lily raised her head, scowling at her. "Seriously, you had me worried sick. How do you really feel?"

"Sorry," Alison said, more soberly, remembering how very worried they both had sounded while she'd been out of it. "I'm okay, really. I mean, my head hurts like fucking hell, and I'm a little sore overall, but I'll be fine."

She moved to sit up, and Fili quickly scrambled to help her, supporting her back and half-lifting her into a sitting position. Which was good, considering her head started whirling a little when she tried to move on her own. "I'm so sorry, Ali," Fili said fervently as he helped settle her so her back was to the cave wall. He tucked what appeared to be one of his cloaks around her, which was thankfully dry; it must have been in his pack, since everything else was drenched.

"What for?" she demanded, frowning. When he opened his mouth, looking guilty, she went on, "And don't say it's your fault I hit my head, because it's not. It was just bad luck I landed that way."

He snapped his mouth shut, looking surprised, and exchanged a quick glance with Lily. "You . . . heard us talking? How much did you hear?"

Was it her imagination, or did he sound a little worried? No, she was being ridiculous again; why would he be worried? It wasn't like he'd said anything bad. "Just the two of you asking me to wake up, and how you thought it was your fault I hit my head. And you threatening to smack me," she added to Lily, who grinned unrepentantly. "But I couldn't open my eyes right away, even though I could hear you. Why do you ask?"

"Oh, I was just wondering when you had started to recover," Fili replied, his tone light. "And there was a bit of excitement before you woke up, as well."

"Oh?" Alison just barely managed to keep herself from asking if it was about Bilbo, striving to keep her tone casual as she looked to Lily, who gave a brief nod.

"Yes, Bilbo nearly fell over the edge," Fili told her. "Uncle pulled him up, but I'm afraid . . ."

"He was a jerk to Bilbo afterwards," Lily said bluntly. "Don't worry, I told him so."

Alison couldn't stop herself from grinning, proud of Lily for standing up for Bilbo when she hadn't been awake to do so. But if that had all happened already, then . . . she glanced around the cave. Yes, they were in the cave that would lead to Goblintown. The dwarves were scattered all over, eating and talking amongst themselves, some already sleeping. Bilbo was off in one corner by himself, looking upset. Bofur was sitting with his back to a rocky wall, facing the entrance to the cave, having already taken first watch. Alison didn't know how long it would be before the trap opened up, but she needed to talk to Lily alone before it did; there were still a few details to hash out. And she needed to be able to think clearly. What rotten fucking luck she'd hit her head, but at least she was alive, so that was something.

She looked over to Fili, giving him her best pleading look. "Would you mind going to ask Oin if he has something for the pain in my head? I'd get up myself, but I still feel a bit dizzy."

"Of course!" Fili nearly leapt to his feet. "I'll be right back," he promised before he crossed the cave to where Oin sat eating with Gloin.

"That was a neat manoeuvre," Lily murmured as soon as he was out of earshot.

"I do need something for the pain," Alison pointed out. "And I am still a bit dizzy. But yeah, I needed to talk to you." She glanced quickly around the cave, noting that Kili was the nearest, talking to Nori, and should still be out of earshot; Fili must have picked a relatively quiet spot for her to wake up in. "Those trap doors should be opening up any minute, and we need to be ready."

"Right," Lily nodded. "You have a plan?"

"Mostly a non-interference plan, but there are a couple of things I thought we should do," Alison replied. "First, you need to make sure you hang onto your bow, and try to make sure Kili hangs onto his. I think this is where he loses it, and if we can make sure he has it when Azog appears, he might be able to take him out from a distance. Or maybe you can. Either way, we need those bows."

"Makes sense," Lily agreed. "Long-range would be ideal for fighting him. But how am I supposed to make sure Kili keeps his bow?"

Alison shrugged. "I don't know, go cozy up to him. Tell him you can't sleep because you're cold or something, and then make sure you've got his bow and yours close at hand."

"You want me to sleep with him?" Lily hissed incredulously.

"Sleep next to," Alison corrected, though she was unable to stifle a smile, "and just sleep, if you can. I'm not sure I'll be able to sleep, knowing what's coming. You can drag him over here if you want, by Fili and me, but don't be a baby. Having the bow could be part of what saves their lives."

Lily scowled at her, but finally sighed and nodded. "You could be right. What else?"

"When we do land down there, we should probably pull our hoods up and keep our cloaks wrapped around us as much as we can. I don't know for sure, but I don't think it will be good if the goblins find out we're women." Knowing that gross Goblin King, he'd probably suggest torturing them first or something equally problematic, and Alison wasn't about to let Lily go through something like that. "Other than that, we just keep our heads down and try to survive until we get out. Sound like a plan?"

"Okay." Lily heaved a sigh. "I'll go talk to Kili."

"Jesus, you make it sound like you're going to face the goblins," Alison said, amused as she waved her hand at Lily, who got to her feet. "Go on, then."

Lily stuck her tongue out at her before she headed over to Kili and Nori, going to sit down by them. Just as she had done that, Fili came back, cradling a steaming cup in his hands. "Here," he said, handing her the cup carefully. "Oin already had this heating up for you. He says it will help with the pain."

Alison took the cup, taking a careful sip of the steaming liquid, which fortunately didn't taste too awful. She suspected it was probably willow bark tea or something like it, which was often used to treat pain. It wouldn't be as good as a couple of extra-strength ibuprofen, but it would have to do. "Thank you, Fili." She smiled at him over the rim of the cup.

He smiled in return as he sat down next to her once more. "It was the least I could do."

She sighed, shaking her head. "Fili, you'd better not still be blaming yourself for me hitting my head. I don't blame you, and I don't want you to feel guilty. In fact, I'll get mad at you if you keep blaming yourself."

"But I –" he began, cutting himself off when she glared at him fiercely. He smiled slightly. "Would you really be angry if I blamed myself?"

She nodded firmly, determined that she would make him stop feeling guilty for something that wasn't even his fault. "Very much so. I might even refuse to be near you for as long as you blame yourself for it."

He laughed softly, those remarkable blue eyes of his shining at her with some emotion she couldn't quite identify in their depths. "In that case, consider me sufficiently warned. I will do my best not to feel guilty about it."

She grinned at him, taking another drink. "Good."

He reached his arm out, wrapping it around her shoulders, and she let him pull her into his side, snuggling herself against him. He pulled another cloak out of his pack, wrapping it around them both. She was cold, she told herself, and he was radiating heat like he always did. A little sharing of warmth between friends was nothing.

"You should get some sleep, Ali," he told her softly.

"I'll try," she promised, "as soon as I finish this." She lifted the cup up again as a reminder, taking another sip.

"Yes, of course." He was quiet for a moment, before he squeezed her lightly and added, "I am very glad you woke up."

"Thank you," she murmured, feeling that rush of warmth in her chest again. "I am too, and that everyone is all right." She drained the rest of her cup before setting it down, checking to make sure she still had her sword and daggers on, and curling up against him, hoping she could get a little sleep before all hell broke loose – and trying not to feel guilty that she wasn't warning Fili about what was coming.

* * *

Though Alison hadn't thought she'd be able to sleep, she did manage to doze fitfully, weird dreams dancing through her head that she didn't remember when the sound of Bofur's voice jerked her awake. She was laying on her side now, Fili pressed to her back with his arm around her waist the way he'd done in Rivendell, meaning she was almost ridiculously warm at this point since there were still cloaks piled over them. She grinned when she saw Lily lying next to Kili, his arm flung over her as well, several feet away, both of them looking very comfortable. She looked over to where Bofur stood confronting Bilbo, who had been trying to sneak out, and felt suddenly guilty that she hadn't talked to Bilbo before trying to sleep.

"Back to Rivendell," she heard Bilbo hiss at Bofur.

Bofur shook his head. "No, no, you can't turn back now, eh? You're part of the company. You're one of us."

"I'm not, though, am I?" Bilbo asked sadly, and Alison nearly got up to talk to him then, but decided not to interfere; Bofur needed to be the one to try to make him stay. Although really, Thorin should be doing it, she thought as Bilbo went on, "Thorin said I should never have come, and he was right. I'm not a Took, I'm a Baggins. I don't know what I was thinking. I should never have run out my door."

"You're homesick," Bofur said soothingly. "I understand."

"No, you don't," Bilbo retorted angrily, and Alison winced, knowing what was coming as he stormed on,"You don't understand. None of you do. You're Dwarves. You're used to this life. To living on the road, never settling in one place, not belonging anywhere!" Alison could see Bofur hang his head at the words, and Bilbo looked suddenly contrite. "Oh, I am sorry. I didn't –"

Bofur held up his hand to stop Bilbo's apology. "No, you're right." He looked back at the other dwarves. "We don't belong anywhere. I wish you all the luck in the world. I really do." He patted Bilbo's shoulder, and Bilbo started to turn away. Alison went to sit up, tugging Fili's arm off of her as Bofur said, "What's that?"

Alison already knew what he was seeing; Bilbo's sword glowing a bright blue. She realized, startled, that her blade was doing the same thing; blue light was spilling out of the small gap where the hilt met the sheath. So the sword Fili had found her was just like Sting; that would be handy. She could feel Fili stirring at her back, muttering, "Ali? What's wrong?"

She heard it then; the mechanical clanking and whirring that meant the ground was about to open up beneath them. "Something's coming," she warned Fili at the same time that Thorin shouted, "Wake up! Wake up!"

All the dwarves woke up with a start, just as the two halves of the cave floor beneath them opened up, dumping them all down into a rocky, tunnel-like slide. Alison could only be grateful that Fili had managed to grab her before they fell, and he was keeping his arms wrapped around her as they slid and tumbled downwards, trying to keep himself between her and the rocky ground; otherwise this would be a lot more painful, and her head still hurt, though not as bad as before at least. She gripped Fili's arms tightly, trying to repress the urge to scream as they kept falling; it was a lot more terrifying than she'd expected it to be.

Finally, they landed in the round, bowl-like cage at the bottom with a thump, all the dwarves piling on top of each other. Alison landed on top of Fili, this time, his arms still secure around her waist, and managed not to hit her head or anything else, luckily enough. "Are you all right?" she gasped to Fili, and only caught his mumbled, "Aye," before goblins were swarming over them, yanking them roughly to their feet.

Alison quickly pulled her cloak shut as much as possible and kept her hood up over her messy braid as much as she could as the goblins pushed and prodded them forward, not even bothering to fight. She didn't want the goblins looking too closely at her if she could help it. She glanced around, trying to spot Lily through the throng as the dozens of goblins pushed the struggling dwarves along. She let out a breath of relief as she saw Lily several feet back by Kili, also keeping her cloak around herself. As the goblins shuffled them across a bridge, she kept looking back until she saw Bilbo crouch down, avoiding the crowd, and the goblins go along without him. Good; he'd get the ring, then.

The goblins kept pushing them along the rocky paths and wooden bridges until they came into a vast cavern, filled with lantern light and goblins on every available surface. A horrible imitation of a song was being played all throughout the cavern, and the Goblin King was singing as they were finally pushed in front of him.

Alison wrinkled her nose in disgust as they all stopped several feet away; the Goblin King was even grosser than she thought he'd be. He was enormous, towering over twice as high as the dwarves and goblins around him, a huge, bulbous stomach hanging over the weird skirt thing he wore, with a dangly turkey chin bobbing back and forth as he sang. He wore some kind of bony crown on his head, and held a bony sceptre in one hand. Fili managed to push his way to her side just as the song wound up, and took her hand in his, pulling her close to him as Balin said, "That's not a song. That's an abomination!"

"Abomination. Mutations. Deviations. That's all you're gonna find down here," the Goblin King drawled. He stood up, getting closer to them and leaning down into their faces, nearly making Alison gag at the disgusting smell of his mouth as he demanded, "Who would be so bold as to come armed into my kingdom? Spies? Thieves? Assassins?"

"Dwarves, Your Malevolence," said a small goblin at the head of the crowd.

"Dwarves?" the king repeated incredulously.

The other goblin nodded. "We found them on the front porch."

"Well, don't just stand there. Search them. Every crack. Every crevice," the Goblin King bellowed.

At this, the goblins swarmed over them again, yanking their weapons off of them and throwing them onto the ground in front of the throne. They pulled their cloaks aside, their bony, sharp-clawed hands poking and prodding everywhere. This time, Alison did fight, as she couldn't stand the feel of their hands beneath her cloak, and Fili fought as well to keep them off of the both of them, but there were far too many. For every one that they managed to knock aside, another took its place, its disgusting hands groping everywhere, and Alison couldn't help but shudder. She kept her mouth clamped tightly shut, though, and hoped they were too stupid to realize just what they were groping.

Unfortunately, though, they must have been too rough with Lily, for she let out a shriek behind Alison just as the last of the weapons had been stripped away. A sudden silence fell over the crowd of goblins, and Alison felt panic threatening to overtake her. No, she couldn't let them do anything to Lily, but how could she stop it?

"What is that I hear?" the Goblin King demanded, a sick glee in his voice. "Was that a woman? Did these Dwarves bring a female with them?"

There was only one thing Alison could think to do, so she did it; luckily, Fili had been pulled away from her during the struggle, and he wasn't able to stop her as she tossed the hood of her cloak back and stepped forward. "Yeah, they did. So what?"

"Ali, no!" She heard Fili cry behind her, and it sounded like he was struggling to get closer to her, but more goblins must have swarmed over him, for he wasn't able to reach her. The other dwarves were shouting as well, but they sounded far away; Alison suddenly felt very alone as she stared up at the Goblin King.

"Well, this is most fortunate," the king drawled, gesturing to his goblins, who grabbed her by the arms and dragged her forward, closer to his throne. She kicked and fought as much as she could, but there were so many goblins and so many hands that she couldn't stop them. Once she was a few feet away from him, goblins clinging to either of her arms to keep her in place, the Goblin King reached down to cup her chin with a clawed hand, tilting it up to his face. "I have not seen a dwarven female in quite some time. How disgustingly clean and unmarred you are. But I can fix that, if you dwarves do not tell me what you are doing here."

The dwarves were all protesting loudly behind her now, Fili's voice the loudest of all as he shouted something in Khuzdul that Alison couldn't understand. He sounded furious and panicked, however, and in spite of the pounding of her heart, the fluttering of her stomach, and the way her hands were shaking, she wanted to tell him it would be okay, even if she wasn't sure of that herself. But she definitely, no matter how terrified she was at this moment, did not want them telling their plans to this idiot for her sake. "Don't tell him anything!" she shouted loudly and clearly, holding on to every ounce of bravado she had.

The Goblin King struck her hard in the side of her face, and she went down on her hands and knees, hearing the shouts of her name even above the ringing in her ears. The goblins grabbed her arms and pulled her up onto her knees, holding her there as she stared up at the king, trying to look as defiant as she could with her face still throbbing. "Look at how the blonde one fights for you," the Goblin King said mockingly, looking over her head. "You must be his. I wonder how he would feel if I marred that pretty white flesh of yours?" He tore her cloak off, tossing it aside as Fili snarled, "I'll kill you!"

"Oh, I'd like to see that," the king taunted him as he trailed his hands down Alison's body. "Fuck off," she spat at him, trying to focus on the part of her that was furious over the part that wanted to whimper at how he was touching her.

"Ugh, too clean," the Goblin King remarked at last, pulling his hands back. "I suppose we will just have to see how much you can endure before you break – or he breaks." He smirked malevolently at Fili before he shouted, "Bring up the mangler. Bring up the bonebreaker." The goblins cheered at this, and Alison tried to keep her fear locked inside.

"Wait!" Thorin's voice rang out above the cries of the other dwarves behind her, and Alison nearly sagged in relief, hoping this meant that the Goblin King would let her go.

"Well, well, well. Look who it is. Thorin, son of Thrain, son of Thror, King Under the Mountain." The Goblin King gave a mocking bow as Thorin strode forward next to her. "Oh, but I'm forgetting. You don't have a mountain. And you're not a king. Which makes you . . . nobody, really."

"I will tell you what you want to know," Thorin said, ignoring the king's comments. "Just let her go."

The Goblin King gave him a long, considering look. "Well, if I have you to torture, I suppose I don't really need her." He gestured to the goblins holding Alison, and they let her go. She almost fell face first when they released her arms, but managed to catch herself and scramble to her feet instead, fleeing back to the others before he could change his mind. Fili shoved off another goblin just as she reached him, gathering her up in his arms, and she buried her face in his chest, hating herself for the fear and weakness she felt, but unable to face the rest of the world at the moment.

"What in Mahal's name were you thinking?" Fili growled at her, though he held her tightly, and she could feel his hands tremble on her back.

"I was thinking . . . I didn't want them to do that to Lily," she murmured, pulling her head back enough to look up at him. He looked worried, angry, and relieved all at the same time as he shook his head at her.

"I suppose I can understand that," he said softly, even as Alison could hear the Goblin King taunting Thorin about someone paying a pretty price for his head in the background, "but please try not to do something like that ever again."

"I don't plan on it," she replied shakily. "I think I used up all my courage on that one."

"Good," Fili muttered, though his face was starting to soften as he searched hers. "Are you going to be all right?"

She nodded. "I think so." She felt strangely safe in his arms, now, in spite of knowing they weren't out of the woods yet. So she turned a little in his embrace, though he kept his arms firmly around her still, so that she could see Thorin facing off with the Goblin King.

"Azog the Defiler was destroyed," Thorin was saying to the king, though it almost sounded like he was probing for information, rather than stating it angrily like he would have before. Alison noted that he glanced back at Lily before continuing, "He was slain in battle long ago." Ah. So he was checking one last time to make sure Lily really was right, Alison thought. Stubborn as ever.

"So you think his defiling days are done, do you?" The Goblin King chuckled before he turned to the tiny little goblin perched on a swing-like device next to him, clutching a quill and parchment. "Send word to the pale Orc. Tell him I have found his prize." The little goblin nodded, scribbling away before he went sliding off on the ropes his swing was attached to, cackling away. "Now," the king turned back to Thorin, "I will find out just what you are doing here, in _my_ kingdom."

Alison had no idea what Thorin planned to say to the king, for even as they stood glaring at one another, one of the goblins shrieked, flinging Thorin's gleaming sword down in front of the throne. All of the goblins were suddenly panicked, scrambling away and crying out in terror. Even the Goblin King shrunk away from it, standing up on top of his throne like a person terrified of a mouse running around on the floor. He pointed a shaking hand at the sword. "I know that sword! It is the Goblin-cleaver! The Biter! The blade that sliced a thousand necks! Slash them! Beat them! Kill them!"

The goblins swarmed forward again, wielding whips that they cracked over the dwarves' backs, beating at the dwarves and grabbing Thorin. Fili quickly whirled with Alison in his arms, even as she tried to pull away from him, and covered her with his body as the whips cracked across his back. She could feel his body tense up with each impact. "Get off, Fili," she hissed. "You have to stop doing this!" She could not have him hurt because of her; she didn't think she could live with that.

He simply shook his head at her, pulling her more tightly to him if anything as the Goblin King shouted, "Kill them all! Cut off his head!"

Alison didn't have to see to know that Thorin was a minute away from death before a blinding white light exploded through the cavern, searing into her eyes and knocking everyone flat on the ground with the resulting wave. She scrambled out from underneath Fili almost immediately, trying to blink away the dancing lights in her eyes as Gandalf came marching forward, his sword in one hand and his staff in the other. "Take up arms. Fight. Fight!"

All of the dwarves got to their feet at this, racing over to their weapons, Alison included, as Gandalf covered them, swinging his sword with a deadly skill at the onrushing goblins. Alison scooped up her sword and the daggers as the Goblin King shouted about the Foehammer, noting with relief that Lily, looking perfectly healthy, was grabbing her bow and quiver from the pile and tossing Kili's to him. Obviously she'd managed to keep their bows on hand, which could make a big difference in the next battle. She hoped so, anyway. She had just straightened back up to her feet, weapons at hand once more, when Gandalf yelled, "Follow me. Quick! Run!"

He ran forward, past where the Goblin King's throne had been, across another bridge, and the dwarves all streamed after him, Thorin in the lead. Alison quickly pulled her sword, hoping that she'd learned enough to use it effectively by now, and followed the rest. She could see Fili watching for her, and as soon as he saw her join them, he hurried forward after the others, though he was obviously trying to stay closely by her.

The goblins, however, were not slow in recovering, and were soon swarming all around them as they tried to run along through the cavern's many twisting, turning paths and bridges. There seemed to be a goblin in every direction that Alison turned, and she did her best to block their blows and deliver her own. Fortunately, years of cat-wrangling had given her rather quick reflexes, so although she got a few cuts from the goblins, it was nothing terribly deep, and she managed to get the better of them in the end. A few times she settled for just kicking a goblin over the side, all the while trying to keep an eye out to make sure her placement in things didn't cause someone else to get hurt. At one point, when she was directly behind Fili, she even pushed him forward just out of the way of an onrushing arrow, narrowly avoiding it herself as well. He gave her a quick glance backwards in surprise before he shouted to her to keep moving, and she listened, following quickly along the path as the dwarves ahead laid down a ladder for everyone to run across.

They kept moving, pushing their way through the crowd of goblins, and Alison kept glancing behind as well, making sure that she could see Lily amidst the crowd of dwarves, but she seemed to be fine each time she checked. Then, suddenly, they were all on a wooden platform that some of the dwarves cut free from its lines, so it could go spinning across the gap to the path on the other side. Alison fought to keep her balance as the platform whirled in the air even as it swung over to the other side. Some of the dwarves managed to jump off onto the other side, but Alison didn't have her balance enough to even move when it did, and had to stay on with the handful of others, including Lily, when it swung back again.

More goblins swarmed them as soon as they reached the other side, and Alison hacked and slashed, trying to keep the goblins off her as the platform swung back once more. "Come on, lass," Nori urged her, grabbing her arm and running her off the platform with him along with the others. Alison glanced back to make sure Lily had gotten off safely too, then gasped out, "Thanks!" to Nori before she kept running.

And she kept running, on and on after the others, even as they all used every trick at their disposal to keep the goblins at bay, including Gandalf's Indiana Jones trick with the boulder. And just when she thought she couldn't run anymore, the dwarves in front of her all halted, causing her to slam into Fili's solid back. He turned around almost immediately, giving a brief smile of relief when he saw her, before he turned his attention back to what had caused them all to stop.

The Goblin King, Alison saw, had come bursting up through the wooden bridge that they all stood on, which was the only thing joining these two sections of rocky path, and the only thing between them and the canyon yawning below. "You thought you could escape me," the Goblin King taunted as he swung his sceptre at Gandalf's face.

Gandalf lurched backward, nearly falling into the other dwarves behind him, who were in front of Alison and Fili, but the dwarves caught him and pushed him back upright as the Goblin King said mockingly, "What are you going to do now, Wizard?"

In answer, Gandalf jabbed the king in the eye with his staff, causing him to cry out and rear backwards. Before he could even recover, Gandalf sliced him across the stomach with his sword, causing him to fall to his knees, and Gandalf delivered one more stroke to his throat. _Shit,_ Alison thought, just before the full weight of the Goblin King hit the bridge, causing the whole thing to free-fall down into the canyon.

She sheathed her sword before she ended up stabbing herself with it as they all went screaming downwards, the bridge hitting the rocky wall and turning into a sled of sorts as it kept plummeting down. She grabbed the back of Fili's coat to help keep her balance as their bridge slammed into rocks and bumps, and before she'd even registered what he was doing, Fili had managed to wrap her into his arms again. Just as he did so, she felt the bridge starting to slow as it began to get stuck on the rocky walls, lurching back and forth before it finally hit the bottom with a thud, leaving many of the dwarves squished on top of each other.

Alison smiled and shook her head at Fili when she realized he'd kept himself between her and the bottom of the bridge again, obviously trying to shield her from hitting her head. This meant she was now sprawled on top of him, with another dwarf half across her legs, though she couldn't see who. "You're stubborn as hell, Fili, you know that?"

He gave her an unrepentant smile. "I will make no apologies for it."

"Well, as much as I like being on top, we have to move," she told him, which made him chuckle as she tried to squirm free from whoever had landed on top of her. Bofur hadn't said anything yet, so that meant she still had time –

"Well, that could have been worse," Bofur piped up cheerfully.

 _God damn it, Bofur!_

With that, Alison felt the impact as the Goblin King's body landed on top of the pile of dwarves, causing a simultaneous groan from everyone involved. She could feel the extra weight bearing down on her, pressing her even further into Fili, who surely had to be feeling crushed by this point, though he just gave her a rueful smile as he worked to try to pull them free.

"Gandalf!" Kili cried from somewhere to Alison's right, and though she couldn't see him, she looked forward to Gandalf, who'd managed to land free of the pile. He was staring up beyond them, looking alarmed, and she knew what he was seeing: a huge crowd of goblins rushing down into the canyon.

She renewed her struggles to get free, and between her and Fili, they managed to pull themselves out of the pile just as Dwalin added, "There's too many. We can't fight them."

"Only one thing will save us, daylight! Come on!" Gandalf hurried forward, pulling Thorin out of the pile, and between that and everyone squirming, they all managed to get free. Alison waited to make sure Lily was on her feet and going before she hurried after the others, heading for the entrance and hopefully daylight once more.

* * *

It seemed like forever before they finally burst out of a cave entrance on the side of the mountain into the light of the setting sun. Though she felt exhausted, her head throbbing with renewed pain, Alison kept running down the side of the mountain until she saw the others finally slow to a stop, panting for breath, so she started slowing down too. She knew they'd have to run again soon, but she needed at least a little break first.

Gandalf was counting everyone as they came past him, slowing to a stop. "Fili, Kili, that's twelve. Bombur, thirteen. Alison, Lily, fifteen. Where's Bilbo?" He started looking around their group frantically as Alison stopped altogether, leaning her hands on her thighs and trying to catch a breath, Lily next to her and Fili and Kili only a few feet away. "Where is our Hobbit?" Gandalf shouted once more as all the dwarves started to look around.

"Curse that Halfling! Now he's lost?" Dwalin growled.

"I thought he was with Dori!" Gloin added.

"Don't blame me!" Dori exclaimed.

"Well, where did you last see him?" Gandalf demanded.

"I think I saw him slip away when they first collared us," Nori offered.

Alison nodded, straightening up to add, "He's right. I saw Bilbo duck down and the goblins just kept on going. They didn't even notice."

Gandalf looked between her and Nori. "And what happened, exactly? Tell me!"

"I'll tell you what happened," Thorin said scornfully, interrupting Alison before she could try to reassure Gandalf. "Master Baggins saw his chance and he took it. He has thought of nothing but his soft bed and his warm hearth since first he stepped out of his door. We will not be seeing our Hobbit again. He is long gone."

"How about you stop picking on Bilbo?" Lily snapped, hands on her hips. "I told you before, he's doing the best that he can, and you sure aren't showing any damn gratitude for someone who risked everything he had to come help you. He didn't leave us."

Alison grinned at Lily, immensely proud of her once more as Bilbo himself appeared, coming forward into the midst of the crowd of dwarves. "She's right. I didn't leave."

All the dwarves turned to stare at him, astonishment on most of their faces, though Bofur was smiling and Gandalf chuckled as he said, "Bilbo Baggins. I have never been so glad to see anyone in my life."

"Bilbo!" Kili exclaimed, beaming. "We'd given you up!"

"Welcome back, Bilbo," Alison added, smiling at the hobbit. "I knew you could do it."

Fili shot her a curious glance before he asked Bilbo, in what Alison could only think was a suspicious tone, "How on earth did you get past the goblins?"

"How, indeed," Dwalin agreed.

Bilbo merely chuckled nervously at the question, slipping his hands into the pocket of his vest, and Alison exchanged a significant glance with Lily, who nodded. Bilbo had the ring; now they could feel free to change whatever they had to, and Alison was definitely determined to start fucking with the storyline now. Hopefully starting with Azog.

"Well, what does it matter?" Gandalf said brightly. "He's back."

"It matters," Thorin replied coolly. "I want to know. Why did you come back?"

He and Bilbo stared at one another for a long moment before Bilbo shrugged and said, "Look, I know you doubt me. I know you always have. And you're right. I often think of Bag-end. I miss my books. And my armchair and my garden. See, that's where I belong. That's home. And that's why I came back. Because . . ." He looked around at all the dwarves. "You don't have one. A home. It was taken from you. But I will help you take it back if I can."

"So will we," Lily added, and Alison nodded firmly, meeting Fili's gaze as she said, "No matter what."

Thorin looked down at Bilbo's words, his expression softening, almost looking a little ashamed, while Alison could see that Fili didn't know whether to be pleased or irritated at her statement and what he had to know she was saying with it. But just as Fili looked like he was about to say something, familiar howls sounded in the distance.

Thorin looked up the mountain, towards the direction the howls were coming from. "Out of the frying pan."

"And into the fire," Gandalf agreed. "Run! Run!"

And with that, they were all running for their lives again, Alison hoping that the bows would make the difference that they needed them to; she'd just have to see how it all worked out.

* _Just in case anyone doesn't know, all the song lyrics in this chapter are taken from AC/DC's Thunderstruck._


	9. Flaming Arrows

_A/N: Hey everybody, I finally have an update! I did actually mean to get this up sooner, since I did have a few requests for an update, but between work and family and life and other writing projects, it didn't happen until about the 3 month mark. I will try to get the next one up sooner, as I should have my other writing projects in line enough for more frequent updates on this one!_

 _This chapter is all an Alison POV, and finally finishes out the first movie. It also starts the first of the changes that I'm going to be making here, and I did even add in a little bit from the book when it came to the eagles later. Next chapter will be about Beorn's, and possibly even get to the start of Mirkwood. If not, Mirkwood will be for sure the chapter after that, and there will be some interesting hallucination stuff in that one ;). Hope you all enjoy :). Extra nerd points to anyone who gets the reference in this chapter ;)._

 _Thanks as always to those who have favorited and followed, it means a lot to know you're interested!_

 _Extra special thanks to my awesome reviewers of last chapter: Moira Starsong,who has a much more original Fili/OC story that you should all check out, Guest, exyberrysilver and LuckyMaple. I really love hearing from you all!_

 ** _PLEASE REVIEW EVERYBODY IF YOU WANT NEW CHAPTERS FASTER, IT DOES REALLY HELP TO KEEP ME ON TRACK!_**

 _As always, I don't own the Hobbit, either movie or book, just the rest of this story!_

Chapter 9: Flaming Arrows

Alison had been quite good at climbing trees as a child; she'd been one of the best among her several cousins, second only to Lily's younger brother, who'd pretty much been an actual monkey. As it turned out, however, it was much harder to haul her adult ass up a tree than it had been to pull herself up as a child. Fortunately for her, Fili had hauled her up with astonishing ease until she was perched on the same branch as him, dozens of feet above the ground in the gathering gloom of night. Kili had pulled Lily up as well, and they were on the branch just below. Alison glanced around, checking the other two trees nearby, as well as the one they were in, and breathed a sigh of relief when she found everybody, Bilbo included, perched somewhere among the trees. She'd been afraid their presence would bump somebody out, but so far, everything was going okay.

Of course, that didn't do much to ease the instinctive panic and fear she felt at the presence of the wargs, prowling in circles below. So far, they hadn't tried to jump, but she knew they would soon. Ignoring the shaking of her hands and the rapid pounding of her heart, she pulled out one of her daggers and began to cut off a couple of strips of her cloak and tunic. Operation Flaming Arrows, step one, she told herself, trying to stay focused.

"What are you doing?" Fili whispered in her ear, one hand curled around her waist as though to keep her from falling off.

"You'll see," she murmured back, trying to ignore the dwarves shouting amongst each other as she kept cutting strips.

Hearing a change in the shouts, however, she looked down again, her blood freezing as she saw Azog on his white warg, climbing up on top of a boulder, a malevolent grin on his face as he looked up at the trapped dwarves. Fuck, even at this distance he looked huge, she thought as she gripped the dagger tightly in her hand. His pale, scarred skin and the white fur of his warg glowed almost eerily in the gathering darkness, and the bit of light still left glinted off the curved hook on his left arm and the wicked axe in his right hand. She felt Fili's hand tighten on her waist as he drew in a shocked breath, and she looked back briefly, meeting his gaze to try and give him a reassuring smile before turning around again.

"Azog," Thorin growled from the tree next to theirs, his tone vibrating with pure hatred, but none of the astonishment he would have shown otherwise.

Azog leaned forward on his warg, making a show of sniffing the air as he smirked. He said something in Black Speech. The only part that Alison actually understood was "Thorin" and "Thrain" but she remembered enough from the movie's subtitles to know that Azog was taunting Thorin about the smell of fear and how his father had reeked of it. She wondered, though, if Thorin understood; if Azog was taunting him, surely he expected Thorin to know what he was saying, didn't he?

This theory seemed to be confirmed when instead of saying what he was supposed to, Thorin instead snarled, "You will pay, Defiler," and started to . . . climb down the tree?!

"What the fuck is he doing?!" Alison shrieked, lurching forward in shock. Fili pulled her back against him before she fell, even as he shouted, "Uncle, stop!"

The other dwarves added their shouts to Thorin as he kept scrambling down, though no one was close enough to stop him, even as Azog pointed his axe at the rapidly descending dwarf and said something in Black Speech, "That one is mine," Alison thought she remembered, before he raised his weapon in the air and shouted something else, which was probably, "Kill the others!"

Lily looked up at Alison, her eyes wide in shock. "He's not supposed to do this! It's too soon!"

"I know!" _Fucking Thorin, he would have to ruin everything._ All right, she'd just have to try to speed up her plan, then. Very quickly, if the wargs racing towards the tree and launching themselves up at the dwarves was any indication. "Get your arrows ready, both of you," she ordered the two below. "We're going to tie these strips of cloth around them. Gandalf, we need fire to light the arrows! Actually, you might have to – shit!"

She noticed two things in that moment. One: Thorin had already reached the ground, heading towards Azog, who was moving to meet him with a wide grin. Two: Their tree was already starting to tip from the weight and force of the jumping wargs hitting it. "Hold that thought, Gandalf! And don't you dare drop your bows, either of you!"

Kili nodded, tucking his arrow back in his quiver and wrapping his bow around himself, Lily doing the same as the tree started to tip. Alison let Fili pull her close as the tree started to fall rapidly, careening towards the next one, because she highly doubted she'd be successful at jumping to the next tree, and could only hope that Fili could get her there.

Fortunately, it seemed that he could; whispering, "Hold on," in her ear and wrapping one arm tightly around her waist, he leapt with almost insulting ease to the next tree as theirs fell, catching Dwalin's arm with his free hand as the older dwarf pulled them both onto his branch. But before Alison could even catch her breath and renew her plan, that tree was falling also, forcing them to jump again, until they were all finally in the tree at the very edge of the cliff, where Gandalf was.

Fili set her back down on the branch, though he kept a hand on her waist as she made sure she still had the strips of cloth. She looked down below, to see that Thorin and Azog were currently locked in fierce battle. Azog was not, however, on his warg anymore; she cast a quick glance around, noting that the warg lay on the ground, legs bleeding, and realized with a bit of relief that Thorin had taken her advice about cutting the warg out from under Azog. And for the moment, Thorin seemed to be holding his own against Azog; he was dancing around the large Orc, using his oaken branch to shield himself from glancing blows of Azog's axe as he appeared to be trying to get behind the Orc to cut at his hamstrings. However, Azog was strong, fast, and skilled, and so far, Thorin hadn't managed the feat. Not to mention, Alison didn't think that the other Orcs would obey Azog's earlier command to leave Thorin to him indefinitely. And they wouldn't have much time before this tree started to fall, too.

She looked up at the Wizard perched above her. "Gandalf, we need fire! Light some pinecones on fire; the others can throw them, but we need those two to light their arrows with them." Gandalf nodded, looking at her with both curiosity and a little amusement as he picked up a pinecone, beginning to blow on it and produce a small flame. She leaned over on the branch, Fili holding on tightly to her waist to keep her from falling as she handed the strips of cloth she'd managed to prepare down to Lily.

Gandalf flung the first flaming pinecone down at the gathering wargs below, causing them to back up and some of the dry brush on the ground to light on fire as Lily handed a few strips of cloth to Kili before she began to wrap the tip of one of her arrows with the cloth, Kili following suit. Fili sucked in a sudden breath of understanding from behind Alison. " _Amrâlimê,_ you're brilliant!"

"Thank you," she murmured, hoping that he was right and this was actually going to work. That was when she heard an outraged roar from below. She quickly looked down beyond the flames and other wargs on the ground, to see that Azog was on one knee, blood blooming brightly along the back of his leg. Thorin had succeeded in the hamstring move, but as he was whirling around to the front of Azog, probably going for the femoral artery she'd told him about, Azog slashed with his axe, sending Thorin spinning back and clutching at his chest, falling to the ground a few feet away. "Fuck! Arrows, now!"

Gandalf had already dropped a pinecone down to Fili while Alison had been distracted by the unfolding scene below; he'd helped Bilbo on the other side of him light another, leaving the hobbit to fling that one down while Fili had dropped his to Kili. Kili bounced his around from hand to hand, pausing briefly to let Lily light first one arrow, then another, Lily carefully gripping both of them before Kili threw the pinecone below. Kili then took one arrow from Lily, fitting it to his bow while she went to draw the other one.

"Kee, Uncle is in trouble!" Fili shouted from behind Alison as the two archers took aim.

Alison looked below again, to see that Thorin was struggling to his knees, looking badly wounded from the slash, while Azog was pulling himself along the ground using his good leg and clawed hand. Meanwhile, another Orc riding a Warg was closing in on Thorin from behind, obviously deciding it was time to intervene. "Thorin, no!" Dwalin bellowed from further down the tree, the other dwarves taking up the cry. Fuck, had they just managed to make things worse for Thorin? Was he actually going to die right here and now, when he wasn't supposed to? Alison wondered, panicked.

Azog had reached Thorin by now, and though they fought briefly, Thorin having managed to get to his feet, he was obviously still weak, and Azog managed to strike him in the face with his clawed hand, sending Thorin tumbling back to the ground. Just as Azog raised his axe, though, a flaming arrow struck him full in the chest, sending the Orc backwards to the ground, bellowing in rage. A second arrow, fired from Lily's bow, hit the warg behind Thorin, and though it had missed the Orc, the warg screeched and went running in terror as flames consumed its fur, taking the Orc on its back with it. One more flaming arrow, fired by Kili, judging by the accuracy, hit Azog's thigh, catching the loincloth he wore on fire, just as their tree started to tip once more.

"Everybody, hang on to something!" Alison yelled, wrapping herself around the branch as the tree started going over the side of the cliff. She clung to the branch with all her strength, praying she wouldn't fall or the tree wouldn't pull free of the cliff altogether with its added weight, and breathed a sigh of relief when the tree finally stopped, the last few roots keeping it level with the cliff for the moment.

This, however, left her dangling in the air, arms wrapped tightly around the branch she'd been on with Fili, which was unfortunately just beyond the cliff's edge. She could hear Dori, to her right, shouting for Gandalf, and knew that he and Ori were just barely holding on to Gandalf's staff. She wasn't exactly sure how much longer she could hold on, either, to be honest.

"Ali, grab my hand!"

She looked up tentatively, to see Fili crouched on top of the tree's trunk, reaching out for her. He'd been closer to the trunk, and had obviously managed to pull himself up onto the trunk once it was the more stable surface. Kili, further down the tree, was pulling Lily up as well, and Alison could see Bilbo, even further down, running along the trunk through the flames. He must be going to help Thorin, she thought dazedly, hoping that they hadn't managed to get Thorin killed with their interference. He could be getting eaten by wargs right now, for all she knew.

"Ali!" Fili shouted again, breaking through her dazed thoughts. He looked frantic, she realized, and he was clearly leaning out as far from the trunk as he dared to without falling himself. She wasn't entirely sure, however, that she had the strength to pull herself up further, or the courage to let go of the branch with one hand to grab his. But if she didn't . . .

She shook her head, feeling terrified. "Fili, I'm not sure –"

" _Amrâlimê_ , please. I need you to trust me. You can do this, and I will not let you fall." His tone was desperate, pleading, those blue eyes boring into hers, and she realized with a little start that she did trust him. She knew he wouldn't let her fall if he could help it, and if she didn't do something soon, she'd fall anyway.

 _Come on, you can do this. Get your ass moving, tree climber!_ With a desperate push, trying to channel her childhood self, she shoved up, freeing her right hand and straining to reach Fili's. For one heart-stopping second, she thought she was going to miss, but Fili was suddenly leaning a little further out, Kili holding onto his belt, and Fili's hand closed around her arm tightly, stopping her fall with an abrupt jerk.

She dangled there in space for a moment, panicking, feeling the bruising grip of Fili's hand on her arm before the brothers managed to get both her and Fili back up onto the trunk without either of them falling. The three of them crouched on the trunk for only a few seconds, catching their breath, before Lily called from further down, "We have to go! Bilbo and Dwalin need help!"

Fili hadn't let go of Alison's arm, even after they were on the tree, and he pulled her along now as the three of them hurried along the top of the trunk, not letting go until they were on solid ground again. Alison drew her sword as soon as he did, Kili and Fili readying their weapons as well, breaking into a sprint, and she made out through the flames ahead that Bilbo and Dwalin were standing guard over Thorin's prone form. Dwalin was fighting off a large Orc, another one coming up quickly behind him, and Bilbo was holding out Sting in his shaking hands, waving it frantically at an Orc that was stalking slowly closer to him like a cat playing with its food.

An arrow suddenly struck that Orc in the back of his thigh, causing him to stop and snarl, turning to look at the advancing dwarves. Alison grinned shakily at Lily, who'd just fired the arrow, giving Fili and Kili enough time to reach the two Orcs. Kili slammed into the one stalking Bilbo, while Fili tackled the one behind Dwalin, the two brothers rolling over on the ground with the Orcs. "Good job, Lil," Alison murmured as they hurried forward to join the others, dodging around flames.

"I was aiming for his chest," Lily grumbled. "But I guess that works."

"It does," Alison agreed. "Is Azog dead?"

"Looks like it." Lily nodded off to their right, where the firelight gleamed off a white body laying on the ground.

Alison frowned doubtfully, deciding that they couldn't take any chances, especially as they may have gotten Thorin killed prematurely over this. "You know what, let's make sure."

"Are you crazy?" Lily hissed, but she followed Alison willingly enough, changing direction to head over to the Orc's prone form.

"Rule #2, remember? Always double-tap," Alison joked, trying to ignore both her lingering fear and her new fear that Azog was not dead yet as she clutched her sword tightly and kept moving.

Lily heaved a long-suffering sigh. "He's not a zombie."

"Yes, but Thorin thought cutting his arm off was the end of it, and obviously it wasn't. I bet Thorin wishes he had double-tapped," Alison pointed out as they approached the Orc's body.

"I guess you're right," Lily admitted.

They stopped next to the body. Azog certainly looked dead, laying there flat on his back, the two arrows surrounded by blood and burnt flesh, more blood pooled around the wound Thorin had left on his thigh. But still, best to make sure, Alison reminded herself. Those Orcs who hadn't fled because of the flames and Azog going down were even now being scooped up by the eagles Gandalf had called, but some would escape, and she couldn't have them coming back and finding an unconscious but alive Azog to save.

"Arrow at the ready?" she asked, just in case, and Lily nodded, standing grimly nearby with an arrow nocked and pointed at Azog.

She edged closer to Azog, nudging his side with her foot. When nothing happened, she moved closer, and with a fatalistic shrug, she drew her sword deeply over the Orc's exposed throat. Though some blood welled up from the wound, it wasn't the spurting amount she'd expect from someone still alive. She sawed down a little more than was probably necessary, just to be sure. She had just finished wiping her sword off on her cloak with a grimace and sheathing it, when she heard the very close-by cry of an eagle. _Oh shit._ She looked up just in time to see an enormous eagle swoop down and grab her in its talons, flying away from the burning cliff.

She'd expected it to hurt, but the eagle had managed to pick her up without actually digging its talons in, and almost immediately dropped her once they were clear of the cliff. She couldn't keep from screaming, half in fright, half in exhilaration, as she fell through the air and landed with a thud on the immensely broad back of another eagle. Only a few seconds later, Lily landed next to her, fortunately still with her bow and arrows, having apparently managed to wrap her bow around her before the eagle grabbed her.

Now that they were relatively safe, Alison checked her cousin over with a critical eye, as much as she could in the darkness, anyway. "Are you okay?"

Lily smiled, though she looked exhausted, her face drawn and pale. "I'm fine. Maybe a little bruised and sore, like everybody, I'm sure, but I got lucky. Since someone covered up for me in Goblintown, which was an idiot move, by the way – "

"You're welcome," Alison interrupted dryly, shoving down the fear the memory brought to mind as Lily continued as though she hadn't heard her, "nothing really happened to me there. And Kili, well, he kept looking after me." Alison noticed her cousin was turning red at this, but she continued on, "And in the last tree, we were on the part that was still on the cliff, so I was okay there. You're the one that almost fell off a cliff, so are _you_ okay?"

"Other than the mild heart attack from the almost falling? Yeah, I'm fine," Alison replied lightly. She didn't have any serious injuries, though as Lily said, she was bruised and sore, but she imagined that was true of everybody. And she was determined to control the terror that had run through her at her recent near-death experiences. She had more important things to worry about, such as whether they'd truly fucked things up and gotten Thorin killed early, or if one of the others had been harmed.

With that in mind, she looked around at the nearby eagles, squinting to try to make out who was on them. It was really too dark to still see, since clouds covered the moon and most of the stars. She thought she could make out Fili's golden hair on an eagle off to their left, but she couldn't be sure; it was too far and everything was too dark. Nor could she see which eagle had Thorin, or any of the others.

She turned to Lily. "Do you know if everybody else is okay?"

Lily shrugged helplessly, looking as worried as she felt. "I don't know. Everything happened so fast, I couldn't tell."

"Lily . . . what if Thorin's dead? I mean, it seems we managed to help them kill Azog, but not before he bashed up Thorin. What if he's hurt worse than he was supposed to have been, and Gandalf can't heal him? What happens to the quest then?" Alison couldn't help but let all of her fears tumble out, now that she had nothing to do but think about what had just happened.

Lily shook her head. "I . . . I don't know. I feel like this is my fault. If I hadn't told Thorin Azog was still alive and that he was supposed to confront him, he would have been shocked to see him, instead of pissed. If I hadn't told him, he wouldn't have jumped out of the tree early like that. We would've been able to take out Azog with the arrows before Thorin even got to fight him."

Alison wrapped a reassuring arm around her. "It's not your fault. How were you supposed to know how he'd react? If anything, it's my fault for giving him pointers on fighting Azog. He was probably eager to give it a try as soon as he saw him."

Lily gave her a wry look, though she returned the embrace. "If I don't get to blame myself, you don't either. I mean, without those pointers, he wouldn't have laid a scratch on Azog. He would've just got knocked around by the warg, and since he jumped out early, he might have been double-tapped himself before anyone had a chance to come help him."

"I suppose you might be right," Alison allowed. "Still, what if – "

"We just have to wait and see what happens," Lily said softly, interrupting her. "Thorin's tough; we'll just have to hope he's okay. And we should try to get some sleep; I think it might be a while."

"Yeah, I guess." Alison didn't think she'd be able to sleep at all, no matter how dark it was or how exhausted she was; she was flying on the back of an eagle, after all, and torn up with worry. Still, she stretched out on the surprisingly soft back of the eagle to try, along with Lily.

* * *

Apparently, she had managed to doze fitfully, for she was jerked back to awareness by someone screaming, "Uncle Thorin!"

She sat up like a shot on the back of the eagle, Lily lurching up next to her, realizing that it was now bright out enough to see, the sun rising above the horizon and spilling light everywhere. She could now see Thorin dangling limply in an eagle's talons a couple hundred yards ahead of them, with no sign that he was alive. Fili had been the one that shouted, she realized, seeing that he was indeed on the eagle flying to their left, along with Kili. The brothers were up on their knees, leaning urgently forward as Kili shouted for his uncle as well, their eyes fixed on his limp form. Thorin didn't stir in the slightest at the sound of their voices, however.

 _Fuck. Fuck, we might really have made things worse._ Alison tried to reassure herself that it didn't mean anything; if she remembered correctly, he didn't stir at their shouts in the story, either. So he could still be within Gandalf's power to save. He just had to be. "Fili!" she yelled before she could stop herself, unable to watch him in such pain without trying to do something about it. "He'll be okay!"

Both brothers whipped around at her shout, focusing their attention on her and Lily instead. "Are you sure?" Fili called back. "Lily, have you seen it?" Kili added, his tone as equally desperate as his brother's.

Alison had opened her mouth, trying to decide if she should continue to lie her ass off to make them feel better, but Lily beat her to it. "He's going to be okay, don't worry!"

Alison cast a quick and doubtful glance at her cousin. "Maybe if I say it, it will be true," Lily muttered, looking guilty.

"Let's hope so."

"Thank Mahal," Alison thought she heard Fili mutter, before he called across again, "Are the two of you all right?"

"We're fine!" Alison shouted to him, seeing what she thought was a relieved smile on Fili's face in response, though it was hard to tell from this distance. The brothers turned their attention back to their uncle, watching attentively for any sign of movement, and Alison wished she could be closer to reassure Fili properly. She had an overwhelming urge to hold him and comfort him through his obvious distress. It was only because they were friends, she told herself. She'd want to comfort any friend who was in danger of losing their uncle and father figure.

Before she could examine that thought too closely, she saw that the eagles were nearly at the Carrock. Thorin's eagle reached it first, gently laying Thorin down on the flat top, and one by one, the other eagles swarmed down, letting everyone off. Gandalf was one of the first to be set down, and he rushed right to Thorin, shouting his name and crouching down next to him.

Alison couldn't see what happened immediately after that, since she had to scramble down from her own eagle along with Lily. Her heart was in her throat as she did so, and she was praying to any god who'd listen that Thorin was still alive. As soon as her eagle flew off, she hurried closer, noticing that Gandalf was leaning over Thorin, eyes closed, whispering something intently, his hand hovering in the air above Thorin's body.

The others were all gathering around, watching the scene before them with bated breath, tense and worried at the sight of their fallen King. Alison couldn't help herself as she saw Fili and the desperate worry on his face; she went to him and slipped an arm around his waist in silent comfort. He wrapped an arm around her in turn, crushing her to him with a distressed noise, pressing his lips to her hair, but he didn't take his eyes off his uncle. Nor did Kili, Alison noticed, even though Lily had taken his hand in hers, squeezing it. He did, however, squeeze her hand back.

Nothing seemed to be happening as Gandalf continued his whispered chant, though; surely it hadn't taken this long in the movie? How long _was_ this supposed to take? Alison was suddenly certain they had truly managed to fuck everything up, even if they had succeeded in killing Azog, when Thorin let out a gasping breath, raising his head up slightly from the ground. Gandalf let out a sigh of relief, along with everybody else, as he leaned back.

"The Halfling?" Thorin whispered, so faint Alison almost couldn't make it out, and she realized that he must have still seen Bilbo come to his aid before he'd passed out. Good. That was one thing she didn't want to mess with.

Gandalf smiled at the question, reassuring Thorin, "It's all right. Bilbo is here. He's quite safe."

Alison noted that Bilbo looked relieved as well, smiling from his position a few feet away from Thorin as the dwarven king struggled to get to his feet. Fili let go of Alison to move to his aid, but Kili and Dwalin got there first, helping Thorin to his feet, one on either side.

Thorin, however, shrugged off their supporting arms almost immediately, staring intently at Bilbo as he snapped, "You!"

Bilbo's look of relief morphed into confusion and apprehension as Thorin growled, "What were you doing? You nearly got yourself killed!"

Most of the dwarves looked confused, too, Alison saw, obviously wondering why Thorin was upset as he advanced on Bilbo, though she was just relieved he was on his feet and not dead as the dwarven king snapped, "Did I not say that you would be a burden? That you would not survive in the Wild? That you had no place amongst us?"

Bilbo looked down at that, clearly upset as Thorin was listing off every insult he'd previously hurled at the poor hobbit. Alison stifled a smile as Bilbo's head snapped up in astonishment at Thorin's next words. "I have never been so wrong in all my life."

At that, Thorin hugged Bilbo tightly as the other dwarves all cheered and laughed. Alison could no longer stifle her own laugh at the look of sheer astonishment on Bilbo's face, before he tentatively returned Thorin's embrace.

"The epic bromance begins," Alison murmured to Lily, where they stood off to the side a little, watching the reunion.

"Who says it's just a bromance?" Lily countered with a grin.

"Good point," Alison allowed as Thorin leaned back from the embrace, looking as though he was studying Bilbo for wounds. "He did seem _really_ worried about Bilbo there."

"Yes, he certainly did," Lily said, grinning at her broadly with raised eyebrows that made Alison wonder just what her cousin was getting at as Thorin said sincerely to Bilbo, "I am sorry I doubted you."

Bilbo shook his head at that. "No, I would have doubted me too. I'm not a hero, or a warrior." The hobbit cast a wry look at Gandalf. "Not even a burglar." Thorin smiled at that, about to say something when the eagles suddenly winged past them, flying off in the opposite direction from where they'd come.

All of the dwarves, Alison noted, were staring now, as Thorin slowly started to walk forward to the edge of the rock, gazing off into the distance.

"Is that what I think it is?" Bilbo asked, as everyone moved to join Thorin, even Alison and Lily.

Gandalf nodded as he gestured at the solitary peak, far off in the distance, just barely visible against the riot of pinks and oranges in the sky from the rising sun. There were miles and miles of forests and rolling hills and fields between them and the mountain, and Alison sighed, wishing briefly for her car.

"Our home," Thorin added in awe, and Alison smiled as she saw a look of awe reflected on all the faces of the dwarves. She much preferred that look on Fili's face, she decided, to the one of worried desperation when he'd thought Thorin was dying.

A bird chirped nearby, causing Oin to cry, "A raven!" Alison looked up with the others to see a small, dark bird flying after the eagles. "The birds are returning to the mountain," Oin added.

"That, my dear Oin, is a thrush," Gandalf corrected.

"But we'll take it as a sign," Thorin said softly. "A good omen." He looked down at Bilbo, standing next to him, and smiled.

Bilbo nodded to him. "You're right. I do believe the worst is behind us."

 _Bilbo, you poor, naive bastard._ Alison only wished she could believe that; maybe ignorance was bliss, after all. Still, now that she knew Thorin hadn't suffered an early death, she could be happier about the successful death of Azog. If they only had Bolg to worry about now, maybe they had a better chance of saving everyone. She and Lily were just going to have to be more careful in how they changed things, so that they didn't risk anyone dying prematurely again.

"Well," Gandalf said briskly, shaking her out of her thoughts as he clapped his hands together, "perhaps we should take this opportunity for a brief rest. The Orcs should take some time to catch up to us, especially after the defeat of their leader, and I believe everyone is quite weary and could use a proper rest. You in particular, Thorin."

Thorin turned from staring at the mountain, beginning to move slowly back to the center of the rock as he asked, "Are we certain that Azog is dead this time?"

"Very certain," Lily reassured him, and Thorin took a long breath at that, nodding to her in gratitude. Alison wanted to bring up the fact that Azog had a son who was very much not dead, but decided to keep her mouth shut for now; they'd all been through enough lately.

"Then, perhaps that is best," Thorin said, turning to the others. "If Azog no longer pursues us, we can remain here to rest and recover for the remainder of the day, and set off in the morning. It should be safe enough up here for now."

"We don't have any food," Bombur said mournfully, and the others all grumbled in agreement, Alison wishing she'd thought to at least stash a little food in her pockets, instead of just worrying about the bows.

"Not to worry," Gandalf assured him, "that will be remedied shortly."

As if in answer to Gandalf, a few of the eagles came whirling back, bringing rabbits, hares, and even a small sheep with them, along with a few boughs for firewood. Several of the dwarves hurried into action, setting up a decently large firepit in the midst of their rock, and Gandalf used his magic once more to start it going, since everyone had apparently left behind all their flintboxes too. While Bombur, Lily, and some of the others started skinning and preparing the meat, Oin sat Thorin down to look at his wounds, since Gandalf's magic hadn't completely cured them. Fortunately, Oin had managed to hold onto his bag of herbs and salves through everything, which Alison found pretty damn impressive.

While Oin worked on Thorin, who was obviously the most injured, she borrowed some of Oin's meds and went about checking all of the others for wounds. Most of them only had minor scrapes and cuts, and stubbornly refused help of any kind. Dwalin had a pretty decent wound on his arm that she finally managed to talk him into letting her bandage up, and once she found out that Kili's palms were burned from the pinecone, she treated them with salve and bandaged them too before she tracked down Fili, who had sat down off to the side, polishing and sharpening everyone's blades.

"Fili, let me see your hands," she said, stopping in front of him with her bandages and salves in hand.

He looked up at her and smiled warmly before returning his attention to the blade he was currently working on. "My hands are fine, Ali."

"Then you won't mind if I look at them," she retorted, noticing that he was careful to keep his palms turned away as he worked. When he didn't answer immediately, she sighed. What was with stubborn-ass men refusing medical treatment, anyway? "Come on, Fili. I know your palms are burnt, since Kili's were. Let me see them."

He jerked to attention at the sound of his brother's name. "Kili's hurt?" He started to get to his feet, but Alison planted a hand on his chest and gently pushed him back down. "He'll be fine; he had some burns on his palms that I've already treated. _He_ let me look at his hands." She lowered her voice when Fili simply stared stubbornly up at her. "And if _you_ want to have sex again anytime soon, you'll let me look at yours."

To her vast amusement, he actually flushed at that before he laughed softly. "Ah, lass, I suppose I should no longer be surprised at your bluntness. Very well then, it seems I have little choice." He laid down the blade and whetstone, one of the few other things the dwarves had managed to hang onto, and turned his palms up for her to see.

As she'd thought, they were covered with blistered burns. She shook her head as she sat down next to him, opening up a jar of salve before she pulled one of his hands into her lap and set to work. "Honestly, Fili, why in the hell were you being so stubborn about this? Were you really not going to let me treat your hands?"

He was quiet for a long moment, causing her to look up. He was gazing thoughtfully down at her, as though trying to decide the best way to answer. "I . . . was going to wait for Oin to look at them."

She scowled at him. "So you don't trust me to do it?"

He shook his head, looking surprised. "No, of course not, Ali, that's not what I meant. I just didn't want to worry you. You've been through a lot since we left Rivendell, and I have failed to keep you safe so many times that I did not wish to add to your burdens." He trailed the hand she wasn't working on lightly over her arm, bare where she'd pushed her sleeve up to work. "In fact, it seems I have even injured you more than once."

 _What in the hell is he talking about?_ She glanced down at the arm in question, surprised when she saw a purple hand-shaped bruise there that she hadn't noticed previously. Oh. She blew out an exasperated breath. "Fili, don't be ridiculous. I have a bruise there because you saved my life. Believe me, I'd much rather a bruised arm than falling to my death. Or a banged head, which I'm pretty sure I already told you to stop feeling guilty over. Considering I'm perfectly alive right now, I'd say you've done a great job of keeping me safe. Not," she added sternly, "that I asked you to. In fact, I think I asked the opposite, for you not to put yourself in danger trying to protect me. Which you did." If he'd fallen to his death trying to pull her up – but no. She couldn't think about that, or how it made her chest feel tight to even consider it. "But thank you. I do appreciate it. Which is why you should let me do my meagre best to keep you safe."

"All right, lass," he said softly. "If it pleases you, I'll let you treat any injuries I may get." Almost as if he couldn't help himself, he added, "But it is just a minor burn. I would have been fine."

She grunted in annoyance as she bandaged his hand and moved to the next one. "I'm sure you would have. You have such a thick head, I'm sure you have the skin to match."

He laughed at that. "Aye, I do. But what about you?" He lightly touched the bruise again, making her shiver as she suddenly remembered how long it had been since he'd touched her bare skin like that. "Does this hurt?"

She looked up at him, noticing the guilty look stamped all over his face again. She sighed. "Honestly, Fili, it's just a bruise. It's far from the first time I've been bruised, and I really don't mind. If it's to save my life, feel free to injure me as much as you like. Without this bruise, I could be lying at the bottom of a cliff –"

He cut her off by lifting her chin up with his free hand while he claimed her mouth with his. It was a hard, desperate, bruising kiss that set fire to her body almost instantly. What surprised her even more than the kiss was the answering desperate passion she felt in response. Yes, she'd nearly died and now Fili was making her feel alive in the most basic of ways, and she was more than willing to return the favour. She climbed into his lap, pressing herself to him, letting the heat and welcoming strength of his body whip her passion higher, chasing away the fear that she'd pushed down deep. His arms clamped tightly around her, as though he were determined to keep her there as he took the kiss ever deeper.

"Fee. Fee!" An urgent hiss, followed by what sounded like a dull thud that rocked Fili forward, and Alison with him, caused them to jerk apart. Alison sucked in a deep breath as she looked up at Kili, who had clearly just whacked Fili in the back to gain their attention. Kili had the familiar shit-eating grin on his face as he looked down at them. "While I sympathize, brother, you might want to wait to do that," he murmured slyly. "For, say, night-time. Or somewhere a little more private."

Alison climbed carefully off Fili's lap, noticing how red he was turning as he nodded stiffly at his brother. It was just adorable how embarrassed he got by a little PDA. She glanced over her shoulder a little at the others behind them; most of them were busy talking to one another or preparing the food, and didn't seem to have noticed. Other than Bofur and Nori, who smirked at them, Nori throwing in a broad wink before they both turned their attention back to their respective tasks. Kili walked back over to the others, whistling softly as he went.

Taking a deep breath and trying to ignore the throbbing in her body, Alison picked up Fili's still unbandaged hand, returning to her work. Fili cleared his throat after a moment, murmuring softly, "That was the other reason I thought I should wait for Oin instead."

She grinned up at him, noticing that the red was only very slowly fading from his cheeks. "Oh, and what reason is that?" she asked airily.

He gave her a wry, 'as-if-you-don't-know' look. "After everything that has happened, all the danger we've been in, I thought I might have difficulty controlling myself around you. It seems I was right." He took a deep breath, fixing her with an intense look that made her vaguely uncomfortable, though she couldn't seem to look away. "Please, Ali, don't say that again. About . . . what might have happened. I don't – I can't stand to think of it."

She felt a sudden warmth blossoming through her chest at his fervent words, and couldn't meet his eyes any longer. She dropped her eyes back to his hand, starting to bandage it up, and nodded. She didn't want to think about it either, not what could have happened to her, and definitely not what could have happened to him or to Thorin or anyone else. Finishing up the bandage on his hand, she cast about for a change of subject. "I'm glad your uncle is all right. And like Lily said, Azog is definitely dead, this time. I made sure, before the eagles came."

"You what?!" he snapped, and she looked up to find his eyes blazing. "Do you know how dangerous – "

"Yes," she interrupted him, squeezing his hand lightly, "I do. But he was dead when we found him; I just wanted to make sure. Lily was pointing an arrow at him the whole time, just in case. I told you, I want to keep all of you safe, too."

He blew out a breath, squeezing her hand back as he visibly struggled to rein in his anger. "I know. Just . . . next time, if you're going to do something like that, bring me with you."

"You were rather busy at the time, being in more danger than I was," she pointed out.

He smiled at that, the anger fading more. "I suppose I was. But still . . ."

"If I ever go to check an Orc's body again, I'll bring you along," she promised with a sigh. It wasn't a difficult thing to promise, since she probably wouldn't ever have to do that again.

He nodded. "Good. I meant to thank you, as well. Your idea for the arrows – it saved Uncle's life. I owe you more than I can ever repay for that."

"Oh." She rubbed the back of her neck, vastly uncomfortable with the praise, since she was pretty sure she'd nearly gotten Thorin killed, too. "It was just an idea. I didn't even fire the arrows. But, you're welcome. And you don't owe me a damn thing," she added. "I believe I already pointed out that you've saved my life more than once."

He gave her a serious look. "Your life would not have been in danger if you weren't helping us."

She groaned, tossing her hands up. "Seriously, Fili, you have to stop with that guilt thing. I knew what I was getting into when I agreed to come along, and I don't want anyone feeling responsible for my safety. And I'm going to get seriously angry at you if you don't stop trying to take the blame, okay?"

He met her glare for a long moment, still with that serious look, until she crossed her arms and scowled blackly at him, moving to get up. His face eased into a smile at that, and he grabbed her arm, pulling her back down. "All right, Ali. I cannot make any promises, but I will try not to feel guilt for the danger you are in. As long as you promise not to be overly reckless. Does that sound fair?"

She nodded. "That's fair." Definitions of overly reckless could differ, after all.

"Now," he went on, his eyes taking on that familiar teasing light that she realized she'd really missed over the last several days, "do I have my healer's permission to continue sharpening weapons, or am I to be forced to rest now?"

She made a show of thinking of about it, stroking her chin thoughtfully. "Well, if we weren't on top of this stupid rock with everybody else," she told him in a low voice, "I'd be suggesting some private care with your healer, followed by some rest." He gave a soft groan at that, his eyes blazing at her as she continued more briskly, "But, unfortunately, we can't do that, so I suppose you can keep sharpening. I can help, if you show me how."

"I only have one whetstone," he told her, "but you can observe for now, and practice with it later." She nodded, sitting down next to him as he picked up the sword and whetstone again, showing her the angle and how best to sharpen it.

"That was unfair," he added softly a moment later, as she continued to watch him. "Making such a suggestion when you know I cannot do anything about it."

She gave him an unrepentant grin and a shrug. "I know. It was unfair to kiss me like that and then stop. I _really_ didn't want to stop."

"Mahal," he growled under his breath. "You know we cannot do that up here, with the others all watching."

She sighed and nodded. Sadly that was true; making out with him a little was one thing, but even she wasn't that much of an exhibitionist, no matter how hot and bothered he'd gotten her. Although . . . "That was why I was hoping we could pick that up later, when we get to the bottom. Find somewhere private, just for a few minutes, since the Orcs should be far behind? I can promise it won't take long." And she wasn't sure she could wait until Beorn's, especially as she had no idea how long it would take to get there from here.

He swallowed rather convulsively, focusing hard on the blade rather than meeting her eyes. "Aye, I'm sure it won't," he muttered, making her lips twitch. It was very gratifying to know that he was as clearly close to exploding as she was. "I . . . will have to consider it. If there is a way I can make it safe."

"I look forward to finding out." She smiled, watching as his face started to burn red again, though he cast her a look of heated promise that made her hope the next few days would be far more enjoyable than the last few had been. Because really, they all deserved a break.


	10. Need

_A/N: Hey, I managed to get this one up before a month, since I had a little bit of extra time and my inspiration was mostly leaning towards this story anyway! Unfortunately, it might be a couple of months after this before the next one, since I'll need to focus more on other writing projects for a while. But at least there's this fairly quick update first :)._

 _Anyway, thanks to Fili and Alison, I didn't get as far into Beorn's place as I was expecting in this chapter. If I'd kept going, it would have been way too long. So, next chapter will have a bit more time at Beorn's, with some original stuff and character interaction, like at Rivendell. And, there will be a Lily/Kili moment from Lily's POV ;). And then we should be at Mirkwood by the end of that chapter, and I've got fun stuff planned for Mirkwood!_

 _As for this chapter, there's some angst at the start, because apparently I like torturing my characters, and then there's some smut, so skip that if you don't like it (it will be after the second break) and then some fun and fluffy stuff and then actual plot. Also, there's another nerd Easter egg in here - congrats to Moira Starsong, who identified the last one as being from Zombieland!_

 _Thanks to everyone who's favorited and followed so far, I'm glad you're enjoying it!_

 _Extra special thanks to my reviewers of last chapter, the awesome Moira Starsong, LuckyMaple, RedBear5, claraxrod, and ThatOtherWriterGirl, who very kindly took the time to review every chapter as she read - I really appreciate it when people do that, you have no idea! I love to hear what everyone thinks, and hope you all let me know again - so **PLEASE REVIEW EVERYBODY! IT KEEPS ME WRITING!**_

 _Disclaimer: As always, I don't own the Hobbit, either movie or book (I kind of mashed up the events of both in this chapter) or any of the characters. Everything else is mine!_

Chapter 10: Need

 _"_ _Amrâlimê_ _, please. I need you to trust me. You can do this, and I will not let you fall." He pleads with her, desperate and anxious to have her back, safe in his arms, instead of clinging to the branch, far out of his reach, the branch the only thing between her and an immense drop to the ground below. He can see how frightened she is, how worried she is that she can't reach him, and he's equally terrified, but he vows to himself as well as her that he won't drop her. He can't, because if she falls, his heart falls with her, and will be just as surely smashed to pieces on the ground below._

 _She nods, looking determined, and then pushes herself up, freeing her right arm and making a desperate grab for his hand. He leans out as far as he can, reaching just as frantically for her, but he can only lean out so far without falling himself, and his hand grabs nothing but empty air. Before his horrified eyes, his One slips, no longer able to hold the branch with one hand, and tumbles through the air, screaming for him as she falls. And when her scream stops short as she slams into the rocky ground below, his heart bursts in his chest, leaving him howling his despair to the unforgiving sky above._

Fili woke up with a start, clutching at his chest, panting for air. His heart ached with the despair and grief he'd felt in the dream, and he could feel moisture on his face, as well. Tears? He swiped them off with his other hand, casting a frantic look about. _It was just a dream. It was just a dream. Kili was there, he helped you lean out further, you caught her. She's alive, she's fine, she is_ _ **alive.**_ Though it was still dark out, the sky was clear, and it was bright enough for him to see Alison lying on the ground, several feet away, sleeping by her sister. He let out a shaky breath at the sight. Yes, she was there, she was fine.

It was their first night down from the Carrock; after resting there for the day, they'd set out early the next morning, climbing slowly down from the rock, lowering themselves from one ledge to the next, until they'd reached the ground below. They had then traveled as far as they could with the remaining daylight, before finally stopping for the night by a stream to rest once more. Fili had not lain beside Alison for the night, though he hadn't strayed far from her, either; he hadn't been entirely certain he could trust himself just to sleep next to her, not after all that had happened since they'd crossed the mountains.

His One had been in mortal danger far too many times for his peace of mind in the last few days, but somehow, that moment on the tree had shaken him the most. Perhaps because it was the most recent incident, or perhaps because he'd been so very close to not catching her. Had Kili not been there to hold onto his belt and let him lean out farther, he was certain he would have missed grabbing her arm. And that, well . . . he couldn't even contemplate that thought. Failing her so completely? It would have destroyed him, especially if he'd lost his Uncle directly after. And he very well might have, had she fallen, because he doubted he would have been able to gather himself soon enough to help Bilbo and Dwalin protect his Uncle before the eagles arrived. There was no use thinking about it, he told himself sternly. It hadn't happened, and everyone was fine. Uncle was alive, issuing orders as normal today, thankfully, for he was quite certain he was not nearly ready to take his Uncle's place, either on the quest or as King, not for many years, at any rate. And most certainly not without his One by his side; but she was fine too, he reminded himself once more. He looked over at her again, watching closely to make sure her chest rose and fell with each breath.

But it wasn't enough; he couldn't seem to steady himself, to make his heart slow down and his breathing even out into a normal rate. Why had she so flippantly referred to how easily she could have been lying at the bottom of a cliff? Perhaps he wouldn't be so shaken if she hadn't said that, even though he knew she'd simply been trying to reassure him that her bruised arm was the better alternative. Which of course it was, but that hadn't stopped his panic at the thought of Alison, bleeding and broken, at the bottom of a cliff, leading him to pull her frantically into his arms to assure himself that she was alive and well, in the only way he'd been able to think of at the time. Had it not been for Kili reminding him of where they were, he might have given into his body's frantic impulse to reach his release with her wrapped around him, warm and alive and breathing. He still wanted to, but the more rational part of him knew that he could not do so in the campsite by all the others.

But, there was one thing he could do that might help. One thing that he felt he had to do, after the nightmare that had just gripped him. He slid across the space separating them, curling himself around her back where she lay sleeping on her side, wrapping an arm around her waist and pulling her into his body. She sighed his name in her sleep as she snuggled closer to him, the sound filling him with hope, and he tucked the cloak she'd had over her more tightly around them both. He buried his nose in the waves of her hair, breathing in deeply. She'd bathed in the stream before resting tonight, as they all had at one point or another, wanting to wash off the remnants of their adventures in the mountain, so the smell was fresh and clean and all her. And that smell, the sound of her breathing, the feel of her in his arms; it was all finally enough. His breathing evened out, his heart rate steadied, and the last of the despair chilling him to his bones washed from his body as he drifted back into a deep and restful sleep.

* * *

It had seemed like a good idea last night, Fili mused when he woke up shortly before dawn. It seemed less so now that he was awake, his cock achingly hard for her and pressed as snugly against her buttocks as it could go. His hand had also managed to fill itself with one soft breast during the night, and he couldn't quite stop himself from squeezing it gently now. Alison moaned softly in her sleep, squirming against him, and a gasp escaped him at the violent flare of lust that caused his hips to buck against her, as though his cock thought it could find her slick warmth if only it pushed hard enough.

 _Mahal!_ He needed to get away from her before he lost the last thin thread of his control, and he needed to do it now, before anybody else woke up and saw them. He gave into one last moment of weakness, though, and kissed the silky smooth curve of her neck before he wrenched himself away from her, rolling over to lay flat on his back a few feet away. He took a deep breath, trying to think of anything but her, trying to calm the lust running rampant through his body.

"Fili?" The soft, confused sound of her voice caused him to sit up and look over at her. She was sitting up as well, and he was suddenly sure she had never looked more beautiful as she blinked sleepily at him, the first rays of dawn's light setting fire to her glorious mass of hair. He was going to go slowly mad if he didn't make love to her soon, he decided, clenching his fists as she added with a yawn, "What are you doing? Come back here and sleep; I'm cold."

"I wish I could, Ali," he said softly, regretfully, clenching his fists a little harder. "But I'm afraid I might need a dip in the stream before I can be around you again."

"Oh." Looking suddenly more alert, she gave him a sly smile that only had his blood running hotter. "You could do that. Or I could come join you."

His body leapt with eager agreement to that suggestion, but he closed his eyes, trying to listen to the rapidly dwindling logical part of his brain. _Too dangerous_ , it said. _You would put both of you in danger. And isn't that why you're so wound up with lust for her, because you nearly lost her?_

Agreeing with this logical statement, however reluctantly, he made himself shake his head in response to her suggestion. "While I would love that, _amrâlimê,_ it would be too dangerous if we were to be alone right now. I would not be able to keep watch and be with you, and I do not think either of us wants to not have any privacy if we stayed here."

"Yes, you're right," she agreed with a reluctant sigh. She glanced carefully around them, making sure no one was awake that was nearby; Bifur, on watch, was a few dozen yards away, sitting on a rock by the stream, and appeared to be well out of earshot. "But maybe, tonight, when we stop to camp again, we could find somewhere more private to go, and have someone keep watch for us, just for a little while? They wouldn't have to be _too_ close by, and we'd be well away from the others. I'm not sure I can wait much longer, Fili, so I might ask for that as my favour, unless it makes you too uncomfortable."

Fili considered it, not looking at her as he did so, for then he'd most likely agree to anything she suggested. He wondered, not for the first time, just what Alison's homeland must be like; it obviously had much freer attitudes about this sort of thing. His One was really quite blunt and open about matters of sex, and had not seemed remotely embarrassed either time they'd been caught in a passionate embrace, unlike himself. While he was no stranger to being with a woman, he'd never done so in a public fashion before her, or openly discussed the matter with anyone, even Kili. A few teasing comments, certainly, but no more than that. Could he bring himself to ask one of the others to keep an eye out for them, granting them the few minutes of privacy they both so desperately wanted?

Kili would not do. While he trusted no one more, he would also have to endure endless hours of teasing on the subject afterwards. The older dwarves would likely be appalled at his lack of control. But, Bofur or Nori might do. He'd still have to endure some teasing, of course, but not as relentlessly as with Kili, he felt sure. There would be some embarrassment, as well, but after coming so very close to losing Alison, and realizing just how very short their lives might be on this dangerous quest, would he really let a little embarrassment keep him from her? Regret for lost time would likely be much worse.

Thinking of the dream again decided him. He would sleep better with her in his arms, but he had to clear this desperate need for her in order to be able to do so around the others. If he found a secluded clearing, and asked either Bofur or Nori to patrol at a slight distance around it, that should be safe enough to steal a few moments of privacy with his One. He nodded to her. "All right, lass, if that's what you wish your favour to be, consider it done. So long as I can find somewhere secluded when we break for camp tonight, that is."

She gave him what he could only think was a relieved smile, not the wicked one he'd expected. "Good. Now, does that mean you're going to come back and warm me up so I can sleep a little longer?" She shook the cloak at him, inviting him back beneath it.

He shook his head. He was undeniably tempted by the invitation, but he knew his control was much too fragile right now. "I'm sorry, Ali, I think I still need to go to the stream instead. Otherwise, I may not make it to tonight."

She pulled the cloak tighter around herself as Fili stood up, grumbling something under her breath that he thought sounded like, "Great. Now I need a cold shower too."

What was a shower? he wondered, curious if he'd even heard her right, but the more he stood there watching her, the more tempted he was to stay there, and he could hear the others starting to stir now, so he made himself head for the stream before he talked himself out of it.

* * *

He'd managed to find a rather perfect place for them, almost as if Mahal was telling him this was fine, that he should take this time with his One. It was a small, secluded clearing in the trees near their latest campsite, far enough away that none of the others would be able to hear them if they didn't manage to keep quiet. Fili had also managed to talk Nori into patrolling around the clearing for them, near enough that they could hear Nori call out to them if there was danger, but hopefully not near enough to spoil the illusion of privacy.

It had been a rather awkward conversation for Fili, but he'd been determined, and Nori had been surprisingly understanding, saying that if he was travelling alongside his One on this quest, he'd need time alone with them as well. Fili was still fairly certain there would be some teasing later, but at this moment, as he led her to the clearing, he could not bring himself to care.

They'd waited until the others were all asleep, except for Bofur, who had taken first watch, deciding that it would be too obvious if they disappeared while everyone was awake. They'd snuck out of camp together, Nori stopping to briefly explain the situation to Bofur before following along behind them. Once they reached the clearing, Fili turned back to look at Nori, nodding, and the other dwarf moved away, melting into the shadows as he began his patrol.

Moonlight spilled brightly through the clearing from the nearly full moon, allowing Fili to see Alison's face quite well as she stopped and turned to him with a smile. "So, just how do you plan to fulfill this favour for me?"

"I hadn't quite decided," he confessed. To be honest, he had not thought very far beyond getting her alone, and the fierce need that even now coursed through his body at the sight of her. There were so many varied ways in which he could have her; he was unsure how to select just one at the moment.

"Well, I had an idea." She drifted a little closer, slipping her hands beneath his coat and up his chest to his shoulders. His heart started pounding a rapid beat of anticipation, his body heating at the touch of her hands even through his tunic, and at the look of lust in her eyes. Once her hands were on his shoulders, she pushed at his coat, lifting it up, and he helped her slip it off, letting it fall to the ground behind him.

He pulled his sword belt off, letting it drop behind him as well as he asked hoarsely, "What is your idea, lass?"

She fisted a hand in his tunic, pulling him forward, and leaned up to whisper in his ear, "Do you remember when we were in the stables at Rivendell? When you had me pressed up against the wall?"

"Aye, of course." He remembered every moment with her, but most especially the ones where she so effectively destroyed his control and reason. He was coming perilously close to one of those moments now, he thought as he gave into one desire, settling his hands at her waist and pulling her body more closely to his.

She let go of his tunic, slipping that hand up to the base of his neck instead, threading her fingers through his hair as she leaned back, her other hand gripping his shoulder. She met his eyes, her own burning with a fierce light as she said huskily, "I wanted you to take me there and then, right against the wall. But a tree will work just as well."

His breath shuddered out of him as her words sent a jolt of lust and longing all through his body. One fist clenched in her tunic, while he could not prevent his other hand from slipping over the curve of her bottom, gripping it and pulling her hips into his, rubbing his aching arousal against her. She gave a soft moan at that, arching herself willingly against him, her hand digging more tightly into his shoulder. The idea sounded wildly appealing, but . . . "Are you certain, Ali? I might hurt you." He would not do that for all the gold in Erebor.

"You won't," she assured him. "At least, not in a way I'll mind." She must still have seen lingering doubt in his expression, for she leaned up to his ear again and bit down, none too gently, on his earlobe. He gave a startled gasp at the simultaneous pain and pleasure that raced through him as she added, "Sometimes I like it rough," she bit the side of his neck, "hard," now the juncture of his neck and shoulder, above his tunic, "and fast." At this last, she pulled his head down to give him a quick and bruising kiss, ending with a nip to his bottom lip. "Unless you'd rather not."

And with that, his control finally snapped, desire and ferocious need rocketing all through his body. He pulled himself back from her, but only enough to yank off his tunic and start hastily unlacing his breeches. A wicked grin bloomed on her face when she realized what he was doing, and she quickly began to remove her own clothing, as well. She'd barely finished baring her lovely body to his eager eyes before he advanced on her, scooping her up against him.

"Fili," she breathed, wrapping her arms and legs around him as he carried her over to the largest nearby tree, pressing her up against it, "I take it this is a yes?"

He simply nodded, his voice lost at the feel of her soft skin against his bare body, as he braced one hand against the tree, keeping the other pressed to the small of her back as he took her mouth desperately and possessively, his tongue sliding along hers as he teased at her core with the tip of his cock. She was wet already, he thought hazily, and she moaned into his mouth, arching her body so he slipped into her a few inches. He pulled back only enough to slide his free hand between them, caressing one silky breast, thrilling at the feel of her peaked nipple as he slid his mouth down her neck, nibbling on it, laving it with his tongue.

"Damn it, Fili," she tugged on his hair, digging a foot into his back, "would you bloody hurry up –"

Her words ended in a strangled cry as he stopped what he was doing to finish entering her with one swift thrust, a bone-deep sense of satisfaction and relief filling him as her slick warmth closed around him. He needed this, needed her, like he needed air to breathe. He trailed his lips back up to her ear, nibbling on it briefly. "Just like that, Ali? Fast and rough?" He pulled back, almost entirely out, before he slammed into her again.

"Oh God yes," she breathed out, yanking his head back up for a deep kiss before she bit down on his shoulder again, making his hips stutter against her at the sensation. He angled her up a little higher, thrusting into her again, and she cried out, "Right there!"

"There?" he growled out, thrusting into her again.

"Yes," she moaned, her nails scraping down his shoulder, and that was enough to completely eradicate the last vestige of his reason.

He took up a fast and frenzied rhythm that she eagerly met him in, trailing his mouth over any bit of her he could touch, tasting her skin, breathing in her scent, and revelling in the noises she made as they crashed together. Every gasp, sigh, and moan was like a balm to his soul. She might not be his in all the ways that he wanted, but in this, she was, and he would not let either of them forget it, he thought as she finally shattered around him, crying out his name. The sound of it caused his own release to slam through him, leaving him shuddering against her as he pressed her more tightly to him, moaning her name into her neck as the desperate need finally drained from his body.

* * *

It was another two days after their little privacy session before they finally started to draw near to Beorn's home. Gandalf had explained over the last couple of days as they had travelled through the woods and meadows at the base of the Carrock that there was only one person who lived in this area that might be able to help them out of the predicament they were currently in, which was the fact that they were now travelling with little to no supplies or food. And once the Orcs had recovered and Bolg caught their trail, they would catch up soon enough if they didn't have help.

So Gandalf had told them about Beorn, and about him being a skin-changer, and how they had to all be very polite while he introduced them two by two and not annoy him, for he could be dangerous when he was angry. Alison and Lily, of course, knew all this, but they nodded along and pretended like they didn't. After Gandalf's explanation, Thorin had turned to Lily and demanded to know if they really needed to stop at this Beorn's home, or if they could go another way. Lily had explained to him that they did indeed have to stop by Beorn's if they wanted to be able to continue on and reach Erebor on time. After that, Thorin had nodded to Gandalf and told him to lead the way.

It had taken longer than Alison had expected, though; she was grateful that she'd convinced Fili to find somewhere they could be alone. Somehow, that hard and fast and amazing fuck up against a tree had settled her and relaxed her after the several days' worth of crazy crossing the mountains, and she didn't think she would have been able to wait another two days for it. It had apparently relaxed Fili a good deal, as well, for he'd returned to sleeping next to her at night afterwards, which was a relief. She felt surprisingly safe and comfortable sleeping in his arms, and it kept her from being cold at night. Even as a Canadian, she still found sleeping outside without a tent or sleeping bag to be a bit too cold at night, so having her own personal dwarf heater had helped a lot.

Of course, she still felt Fili's arousal pressed against her every morning when they woke up, and she always felt more than a little tingly herself, since Fili's hand usually ended up somewhere other than her waist during the night. But it was a manageable level for both of them, not like it had been that other morning, and Fili would return his hand to her waist to give it a squeeze before dropping a kiss on her neck or her hair before he rolled away and got ready to leave. Though she would have preferred to be alone in a bed, like they had been at Rivendell, so they could continue on from there, she found it was much easier to wait now until they'd reached Beorn's and could hopefully have a room to themselves. She wasn't nearly done with him yet.

But first, she had to make her way through the gauntlet of hell, she thought with a grimace as Gandalf led them out of the woods, through a meadow of what appeared to be deliberately planted flowers and clovers. On the far side was a high hedge of thorns that Alison knew surrounded Beorn's house. She would have thought the whole thing very beautiful, had it not been for the enormous bees buzzing all through the meadow, making her heart beat double-time with fear. Sweet Jesus, but she wanted to run so badly. She'd always been terrified of bees, and hornets, or anything with a stinger that could buzz and fly. She had no idea why; she'd never been stung that she remembered, but just seeing one instantly triggered a desire to run for her life. She clenched her fists tightly, however, and tried to control that desire and keep her eyes on the hedge in the distance. She just had to get there, that was all, and get inside.

But then one flew by, loudly buzzing, entirely too close to where she and Lily were following the others, and she couldn't control her reaction any longer. She shrieked and jumped back a good foot, scrambling to hide behind Lily, who gave her a sympathetic glance, knowing all about her "bee thing". Every single one of the dwarves, along with Gandalf and Bilbo, stopped dead and whirled to look at her, Fili hurrying back with a look of concern on his face. "What is it, Ali? What's wrong?" he demanded, looking around with his hand on the hilt of one sword.

"Oh God," she groaned, clutching the back of Lily's tunic, and fervently wishing she could melt into the ground behind her cousin and disappear. "Nothing, it's nothing," she managed as her face flamed with embarrassment, and she waved a hand at Fili, trying to get him to go away. "Everybody keep going; I'm fine."

"Really, she'll be okay," Lily added, waving the others on, and after another moment of staring, the others all turned and kept going across the meadow, except for Fili, of course.

He was frowning, Alison saw as she peeked around Lily to make sure the bees didn't come any closer. "It cannot have been nothing; you screamed," Fili pointed out, still looking everywhere for a cause. "Why?"

"Well, it's, um, I, uh –" She _really_ didn't want to tell Fili, after everything they'd been through, that she'd screamed because of a bee, but she couldn't seem to think of another explanation.

"She's afraid of bees," Lily explained in a low voice, glancing ahead to make sure none of the others were nearby.

"Lily!" Alison exclaimed, mortified, as she swatted her in the back, though she didn't come out from behind her yet.

Lily shrugged. "Sorry, Ali, but it's the truth, and you didn't have another explanation to keep him from worrying, did you?"

"No, I guess not," she muttered rebelliously, looking at Fili, who was staring at them in shock and astonishment.

"You're . . . afraid of bees?" he repeated finally, his lips twitching.

"Yes, okay?!" Alison snapped, finally coming out from behind Lily and planting her hands on her hips as she glared at him. Like this wasn't embarrassing enough, now it looked like he was trying not to burst out laughing. "And don't you dare laugh!"

As if that was too much, he did burst out laughing, nearly doubling over with it, so she stomped over and swatted him in the shoulder. "It's not funny!" she growled at him before she turned and stalked away, hoping her righteous anger would outweigh her fear the rest of the way to the hedge.

Lily grinned as she caught up to her, falling into step beside her. "It's a little funny."

"As funny as snakes?" Alison retorted, walking as fast as she could go without breaking into a run.

"Touché," Lily nodded at her, though she was still grinning broadly. "At least neither one of us is afraid of spiders," she added in a whisper, making Alison grin as she finally started to see the humour in the situation.

"True," she agreed with a snort. "'Why spiders? Why couldn't it be follow the butterflies?'" she quoted, making Lily laugh.

Fili caught up to them at that moment, trotting in front of them and raising an eyebrow at them. "Butterflies now, lass?" he asked, obviously having caught the tail end of the conversation.

"I am not scared of butterflies," she told him loftily, as if she hadn't just hid behind Lily because of a bee. "I was just quoting a story. Now, if you'll excuse me ..."

He caught her arm when she went to walk by him, halting her. Lily kept going, tossing a grin at her as Fili said fervently, "I'm sorry, _amrâlimê._ I should not have laughed, but you have faced Orcs, trolls, goblins, and many other dangers quite bravely, so to see you so afraid of bees was . . ." he shrugged helplessly, lips twitching again.

She sighed, nodding in acknowledgment. "I know it's ridiculous. That's why it's so embarrassing, but I can't seem to control the fear when I see them." As if on cue, an incredibly huge bee floated by much too closely again, and she shot closer to him, grabbing his arm. "Oh, God, just get me out of here, would you?"

"All right, lass." He wrapped his arm around her, steering her after the others, and to his credit, kept a straight face this time as he added, "I'll get you past all the bees."

And weirdly enough, that irrational fear did feel more manageable with him there next to her, so they were able to catch up to the others quickly enough, where they now waited just outside the hedge. "Don't tell anybody," she whispered as they approached the others and Fili dropped his arm from around her, though he squeezed her hand in reassurance. "I won't, Ali, I promise."

Gandalf gave them a curious look as they stopped by the others, but he mercifully didn't ask what she'd been screaming about. Instead, he clapped his hands once for attention, making everyone turn to look at him as he said, "Now, we will have to handle this carefully. I will go in first, with Bilbo. The rest of you, follow in pairs. Wait until I call or whistle, and keep about five minutes between each pair. Let's see, I believe Balin and Dwalin might do well to go first, and then Miss Alison, Miss Lily, perhaps you should come next. He'll likely be more amenable to the two of you. The rest of you may follow as you like, though I think you should come out alone, Bombur. As the largest, you'll count for two."

Bombur, who was currently in the process of stuffing one of the very last bits of their food in his mouth, simply nodded in response. _Ouch,_ Alison thought, _poor Bombur_! The dwarf didn't seem to be bothered by it, though, as Gandalf went on, "Come, Bilbo, I believe there's a gate right around here."

Bilbo cast them all an anxious glance, but Thorin jerked his head at him, and Bilbo finally nodded, hurrying after Gandalf as he found the break in the hedge and made his way through.

"Why does he want Alison and Lily to go second?" Kili asked, frowning, as they all stood scattered around, waiting outside the hedges. "Didn't he say that Beorn might be dangerous?"

"We'll be fine," Lily replied. "After all, Gandalf said he's only dangerous when people are rude, and we're not going to be rude."

"I'm certain Gandalf simply understands that such a pair of lovely lasses would be welcomed by any man, even if he is a skin-changer," Bofur added with a grin.

Alison rolled her eyes when Bofur waggled his eyebrows at them, but she couldn't stifle a grin when Lily flushed bright red at the words. "Oh, that was very smooth, Bofur."

"I don't understand. How were his words 'smooth'?" Ori was frowning in confusion, a stub of lead hovering over the journal he carried with him everywhere. He often ended up asking questions and recording the answers whenever the girls said something unusual and had to explain it to him.

Before Alison could reply, they heard Gandalf's voice calling from beyond the hedge, and Balin and Dwalin, with a glance at Thorin, who was standing off to the side a little ways, headed for the hedge to follow the wizard and Bilbo. Once the two dwarves had disappeared, Lily turned to Ori and explained, "Where we're from, sometimes the word 'smooth' means when someone says or does something . . . charming. It's usually done to impress someone or win them over."

Ori nodded seriously, scribbling away in his journal, while Bofur grinned broadly. "Does that mean you think I'm charming, lasses? I do thank you for the compliment." He tipped his ridiculous hat at them, making Alison smile even as she shook her head at him.

"Sometimes you are," she teased him, "when you're not being incredibly unhelpful, that is."

Bifur said something in a low tone in Khuzdul to Bofur, which Alison had learned was the only language he could speak in after the axe had become lodged in his head, causing Bofur and the other nearby dwarves to chuckle. Kili's shit-eating grin broke out across his face as Fili, who was standing only a few feet away from Alison, started to turn red.

"Oh, aye, Bifur," Bofur agreed with whatever he'd said with a wicked grin, "I think Miss Alison finds our young prince very charming, don't you, lass?"

Alison suspected that 'charming' in this case was probably a polite euphemism for whatever Bifur had actually said. Bloody dwarves and their Khuzdul. She was so going to learn it one day so she could figure out what the hell they were saying, and most especially, what Fili kept calling her. Well, two could play at that game. She gave Bofur a big smile. "Oui, Bofur, il est très charmant. Et très beau." _Thank you, French class._

Lily snorted, covering her mouth to smother her laughter. The dwarves all stared at Alison in varying levels of astonishment, though Bofur started to grin. "Now what language is that? I don't believe I've ever heard it before."

She smirked at him. "And now you all know how it feels, don't you?" She cast a glance at Fili too, raising her eyebrows significantly, and he grinned, obviously catching her meaning. "Anyway, it's called French. It's another language that people commonly speak back home."

"And just where is your home again, lass?" Nori asked.

"It's an isolated place, far to the north," Lily answered quickly before Alison could. "Not many people will have heard of it."

 _Oh shit._ Alison could see Fili getting that calculating look on his face again, and could almost see the wheels turning in his head, as though he were trying to decide what to ask next to trip them up. Very luckily, though, she heard Gandalf whistle at that moment. "That sounds like our cue!" she said, grabbing Lily's arm. "Come on, Lil."

She tugged Lily behind her as they hurried for the hedge, finding the wooden gate in it and slipping through. "That was close," she muttered as soon as they were through the hedge.

"You probably shouldn't have started speaking French and gotten them all suspicious," Lily replied dryly. "Still, it was funny to see the looks on their faces."

Alison grinned. "It definitely was! And I was kind of sick of not knowing what they're saying every time they talk in Khuzdul. Aren't you?"

"Well, yes," Lily admitted, "but we should still be careful." Alison nodded in reply, and they continued on their way through a series of gardens and small wooden buildings, past horses and sheep and goats, and eventually came upon a sort of yard made by the wings of Beorn's large wooden house. There was a nice, wide open porch built along the front of it, where Gandalf sat with Bilbo, Dwalin, and Balin on wooden benches.

Beorn sat across from them; he was a huge man with immense arms, reminding Alison of a body-builder, and had long, shaggy dark hair that hung over his shoulders and down his back. He had his hands on his knees, and appeared to have been leaning forward to listen to Gandalf's tale, but he turned as soon as he heard them, his deep brown eyes widening slightly in surprise. "You brought young ladies over the mountain with you? Are they dwarves as well?"

"Well, sort of," Alison offered, opting for a sort of curtsey with the longer ends of her tunic, while Lily did the same. "I'm Alison, and this is my sister Lily."

"We're half-dwarves," Lily added. "And it's very nice to meet you."

The intense look on Beorn's face softened slightly. "It is a pleasure to meet you both, as well. Though I am not certain why the wizard or the dwarves would bring women along through a mountain full of goblins."

"Well, it is not an ideal situation, of course," Gandalf intervened quickly, probably seeing Alison's gritted teeth, "but as I mentioned, the dwarves are travelling to the homeland of their forefathers, and we did not expect to encounter the goblins in the mountain. In any case, Miss Lily is very skilled with portents as well as cooking, while Miss Alison is a gifted healer, and took quite excellent care of our troop of ponies, before the Orcs ran them off."

Beorn frowned, his shaggy eyebrows drawing together. "A troop of ponies? Do you always call six a troop? What were you, a traveling circus?"

Gandalf shook his head. "Oh no, there were more than six ponies, for there were more than six of us – and look, here are two more!"

Alison turned in surprise, for Gandalf hadn't even had a chance to call for anyone else yet, and let out an exasperated sigh as she saw Fili and Kili coming up the path. She should have known; they'd obviously still been worried that Beorn might be a danger. They both gave relieved smiles when they saw her and Lily, very clearly unharmed, before they came up next to them and bowed low to Beorn. "Fili and Kili, at your -"

"No, I don't want your service just now, your names will do," Beorn interrupted them. "Do be quiet now, and have a seat so the wizard might continue with his tale. And Miss Alison, Miss Lily, please have a seat as well," he added in a softer tone.

Lily smiled at him. "Thank you."

"And please," Alison added, "just Alison and Lily will do."

Beorn smiled slightly and nodded. "Very well then." He waved them towards the benches, so Alison and Lily followed Fili and Kili up the wooden stairs of the porch and took seats on one of the wooden benches while Gandalf continued with his tale.

Alison smiled when she saw a couple of cats winding around the benches, and leaned down to stroke the head of the nearest one, an orange tabby. It wasn't long before she and Lily both had purring cats sitting in their laps, getting ear and chin rubs, and she noticed Beorn give them an approving glance at one point before turning his attention back to Gandalf.

The rest of the introductions went much the same way; they all sat quietly, letting Gandalf spin a somewhat fantastical version of their trip through the mountains, while he carefully added to the amount of people in the tale and called the pairs of dwarves forward one by one. By the time they got close to the end, it was clear that Beorn was more irritated by the interruption in the tale than he was alarmed by the addition of more dwarves.

The sun was starting to set by the time Gandalf had reached the end and the dwarves had all been introduced, and shadows were stretching through the gardens when Gandalf finished with, "And then we found ourselves near your home, and I'm afraid we are quite out of food and supplies."

"Well," Beorn said, leaning back on his bench, "that is a very interesting tale indeed. If all beggars could tell such a good one, they might find me kinder. You may be making it all up, of course, but you deserve a supper for the story all the same. Let's have something to eat!"

Alison grinned when all the dwarves agreed with Beorn very eagerly, although Bilbo might have been loudest of all. She was quite hungry herself, too; they'd not had much to eat the last couple of days, as the meat from the eagles had quickly run out, and they'd had to survive on what they could scrounge up from the forest and the few squirrels and rabbits that Kili and Lily (mostly Kili) had managed to shoot down. So she happily followed the others into Beorn's home and over to his large wooden table, with high wooden chairs set around it in front of a roaring fireplace.

The chairs were a bit too high for the shorter members of the company to get into comfortably, so while Dwalin helped Bilbo up into a chair, and Kili helped Lily, Alison stopped by Fili. He murmured in her ear as he put his hands on her waist to help her up, "So what did you say to Bofur?"

She raised her eyebrows at him. "Are you going to tell me what Bifur said, or what you keep calling me?"

"You know I cannot do that, Ali," he muttered, looking uncomfortable. "I still do not have permission to teach you Khuzdul. Is this French a secret language, as well?"

"No," she said with a sigh, giving in. It wasn't like it was Fili's fault that the dwarves were all secretive about their native language and had a bunch of rules. "So I'll be nice and tell you. I told Bofur that you are very charming. And very handsome."

His bright blue eyes lit up at that, and he gifted her with a dazzling smile that gave her a few butterflies and tingles again. "So you find me charming and handsome, do you?"

She rolled her eyes at him. "As if you didn't already know that, but yes, of course I do. I'd have to be blind not to find you handsome, and you're very charming and smooth. Not that you need to win me over anymore, though."

"Ah, but I must make certain to remain in your good graces," he replied, his smile not dimming as his hands tightened a little on her waist.

"Well, just keep doing what you've been doing, and you'll be fine," she told him. "As long as you don't make fun of my 'bee thing', that is."

"I won't, Ali," he vowed, before he boosted her up into the chair and swung up into the chair next to her, just in time for Beorn to start filling up the overly large mug in front of him with milk.

Everyone, Alison included, began eagerly digging into the food that Beorn had laid out on the table for them. Like with Rivendell, there was no meat, but there were plenty of fruits, vegetables, wheels of cheese, fresh loaves of bread, cream, and honey, along with the milk, so it wasn't hard to stuff themselves full. Once the meal was winding down, Beorn glanced down the table at Thorin, who was sitting at the opposite end from him. "So, Oakenshield, it sounds as though you have done these lands a favour, by ridding them of Azog the Defiler. Though his son Bolg will soon come to track you down for that, I imagine."

"Yes, I was afraid of that as well," Gandalf agreed before Thorin could reply. "That is why I thought it best we find supplies and aid as quickly as possible. We thank you for your most generous hospitality."

Beorn simply nodded as Alison and all the others added a chorus of their own thanks to Gandalf's; even Thorin thanked him, before fixing Beorn with an intense look and asking quietly, "You knew of Azog? How?"

Beorn frowned, his expression going dark. "My people were the first to live in the mountains before the Orcs came down from the North. The Defiler killed most of my family." He gripped the mug in front of him tightly, causing the manacles around his wrist to clank lightly. Alison saw Bilbo looking closely at the manacles, his brow furrowed, and she wished for her dad and his welding equipment, as she didn't know how else to get those thick steel cuffs off Beorn as the skin-changer continued, "But some he enslaved. Not for work, you understand, but for sport. Caging skin-changers and torturing them seemed to amuse him."

"There are others like you?" Bilbo leaned forward to ask.

"Once there were many," Beorn replied shortly.

Alison had to clamp her mouth shut to keep from telling Bilbo to shut up as the hobbit pressed, "And now?"

"Now there is only one," Beorn answered, his tone heavy with sorrow.

Even the merrily chatting dwarves grew silent at the weight of Beorn's tone, everyone looking down the table at the skin-changer as he sipped from his mug. As if realizing a change of subject was needed, Beorn said after a moment, "You need to reach the mountain before the last days of autumn."

Gandalf nodded in agreement. "Before Durin's Day falls. Yes."

"That does not give you a large amount of time," Beorn observed.

Gandalf nodded again. "Which is why we must go through Mirkwood."

Beorn frowned at this. "A darkness lies upon that forest. Fell things creep beneath those trees. I would not venture there except in great need."

"We will take the Elven Road. That path is still safe," Gandalf told him. Thorin rose from the table at that, starting to wander away, and Alison wondered if the mere mention of the word 'elf' was enough to piss him off.

"'Safe'?" Beorn repeated doubtfully. "The Wood Elves of Mirkwood are not like their kin. They're less wise and more dangerous. But I suppose you have little choice, indeed."

Thorin turned back at those words, frowning. "What do you mean?"

"Bolg will want your head, now that you have slain his father," Beorn replied bluntly. "He will not take long to find you, and soon these lands will be crawling with Orcs. However, even they will not follow you into that forest."

"We won't reach the forest on foot, though," Lily said softly as Alison scooped up a mouse that had crawled onto her plate, rubbing a finger gently over its head. The little white mouse squeaked in appreciation, leaning into her finger as Lily went on, "Could you please lend us your ponies? We'd be really grateful, and we'd send them back right away."

Beorn looked down at her, giving her a soft smile before he looked up at Thorin. "Normally, I am not overfond of dwarves. But you killed Azog. And the company you keep," he smiled over at Alison at this as she set down the mouse carefully, "speaks well of you. I will help you. What do you need?"


	11. I Can't Do This

_A/N: Well, I was hoping to only take two months, but I got busy with work and life and other writing projects, so it took three instead. Sorry for the wait, all! But this is a fairly long chapter, so hopefully it was worth the wait :). And I'll make my best attempt to get the next one up inside a month, if I can!_

 _Anyway, as promised, we hit the beginning of Mirkwood by the end of this chapter, so the next will pick up right where this left off, and cover all the fun stuff of Mirkwood and the elves. You also get some Lily POV in this as promised, and a Kilith moment (thanks to Moira for the couple name lol). So I hope you all enjoy, and let me know what you think!_

 _Thanks as always to those who are favoriting and following, I really appreciate it! And extra thanks as always to those who reviewed the last chapter, ThatOtherWriterGirl, Oddity Empress, Princess Aziza, wolfsong287, sweetsarahndipity, who was kind enough to leave multiple reviews, and the awesome Moira Starsong, who is writing her own Fili/OC that's way more original and complex. No, seriously, go read it when you're done this chapter!_

 _There is another Easter Egg in this one, but it's a rock Easter Egg instead of a nerd one. Still, rock nerd points to whoever can tell me where it's from! And Moira got last chapter's nerd points for identifying the reference to Harry Potter._

 ** _PLEASE REVIEW EVERYONE!_**

 _Also, I don't own the Hobbit movies, book, or characters, just the rest of the story!_

Chapter 11: I Can't Do This

Gandalf had been able to talk Thorin into resting a few days at Beorn's home, as it was obvious he still wasn't at full strength, and it would be the last time they had to rest before going through Mirkwood. Alison had been grateful for the reprieve, as had the others, it appeared. They'd all spent the last few days relaxing about Beorn's house or extensive yards and gardens, talking, training, eating, and just resting.

It would have been perfect, she thought, if only Beorn had more than one guest room. Unfortunately, he didn't, and he'd insisted on her and Lily sharing the one room he did have, while the others slept out in the main area of his home, among the hay and animals that stayed inside. And as Alison wasn't mean enough to boot Lily out at night, or sleep with Fili while her cousin was in the same room, she'd been unable to spend the nights with Fili as she'd hoped. She'd been surprised to find that she hadn't slept as well as she would have expected, given that it was the first soft bed she'd had since Rivendell. She decided she simply must have gotten used to the noise of Fili's occasional snoring and the heated strength of his body pressed to hers.

But, though she hadn't been able to spend the nights with him as she'd hoped, she'd managed to spend a couple of afternoons with him so far. Once, in the bed in the room she'd shared with Lily, after she'd claimed she would be spending the afternoon in the stables with the ponies. It had been a languid, pleasure-filled afternoon that still filled her with a rush of warmth when she thought about it. The other afternoon, they'd found a pool of water in one of the farthest reaches of Beorn's vast yard, and after some playful skinny-dipping, she'd given him a fast and wild ride that they had both thoroughly enjoyed. So, it hadn't been a total loss, in spite of the lack of privacy at night.

On top of that, she'd managed to find time through the last few days to spend with the various animals around Beorn's estate, with Beorn himself, who had been exceedingly kind, and with each of the dwarves and Bilbo. She'd decided to try to spend a little one-on-one time with everyone, and get to know them a bit better before they moved on. That was what had led to her current conversation with Gloin, while they sat out on Beorn's porch in the hazy sunlight after a large lunch.

The normally gruff, red-haired dwarf had been more than happy to regale her extensively with tales about his wife and son once she'd asked, and had been doing so for the last couple of hours. Alison had actually quite enjoyed most of the tales, especially when he'd told her some of the mischief Gimli had gotten into. He was now in the process of telling her how upset Gimli had been when he hadn't been allowed to come on the quest to Erebor.

"Thorin thought – and mind you, I agreed – that he was just a bit too young yet," Gloin told her, though he looked a bit regretful. "The lad wasn't too pleased, especially when young Kili was allowed to come. He's only a few years older than my Gimli, you know."

"I didn't know that, actually," Alison admitted, though she did get the impression that Kili was the equivalent of a freshman away at his first year of college. It was all that brash eagerness for adventure, not yet tempered by the wisdom of experience, she supposed. She grinned as she added, "I suppose he bragged about it to Gimli, too."

Gloin snorted. "Right you are, lass. It only made my poor lad that much more upset about not wanting to go. He's quite eager to test his skills in battle, and earn a name for himself. I'm sure he will, too. He's bested all the other young lads in training," he told her, visibly puffing up with pride.

"I bet he has," Alison agreed. "And I'm sure he'll do great things one day." She smiled a little at Gloin's expression of pride as he nodded in vigorous agreement, as she thought of the Fellowship that would form in the future, and how Gimli, son of Gloin, would more than earn his place in it.

"Aye, that he will," Gloin declared proudly. "A father could not ask for a better son. I only wish my wife and I had been blessed more than once. But it seems that was not in Mahal's plan." His face fell a little before he seemed to shake off his melancholy. "But perhaps He will bless you with a few wee bairns one day." He beamed at her, as if this should be a completely exciting thought for her.

"Maybe," Alison said evasively, doing her best to try to smile. But as far as she was concerned, she was never going to have kids. She had wanted them, before, but that dream had died when Chris did. And just thinking about that, and how they'd once so excitedly discussed their plans for the future, started pulling her down into her own sense of melancholy. Trying to shake it off as well, she told Gloin, "But until then, I've got my nephews, my brother's kids, that I can spend time with."

"And what are your brother's wee lads like, then?" Gloin asked with what appeared to be real interest.

She was only too happy to tell him, describing the already wildly differing personalities of her two nephews, and telling him several funny tales of time she'd spent with him. He listened attentively, but the more tales she told, the more she realized this wasn't helping the sorrow that was dragging her down. All it was doing was making her realize how much she missed seeing the two of them, and how she'd never have any new stories to tell about them. She'd never see them grow up, either, not how they matured or what they did with their lives. The more she thought of it, the more she felt unwanted tears building and depression spiralling through her.

So when she saw Lily walking by, having come from the impromptu training yard they'd set up, she took her leave of Gloin, telling him she needed to go talk to Lily now. He waved her off indulgently, thanking her for the talk, and she nearly ran off the porch, catching up to Lily quickly.

"What's up?" Lily asked quietly, seeing the look on her face as Alison came up next to her, walking beside her.

"Gloin got me talking about family and the boys and . . . you know." Alison shrugged, swallowing hard against the lump in her throat, and Lily nodded in understanding. "What can I do?"

Alison smiled at her in gratitude. "Remember that honey mead we tried last night at supper?"

"You want to get drunk?" Lily guessed, and Alison nodded. The honey mead was the first tolerable alcohol she'd come across in Middle-Earth. "All right, let's go get some and find somewhere to have ourselves a girl's night. Or afternoon."

"Let's," Alison agreed fervently, following her cousin back towards the house. "Thanks, Lily."

Lily smiled at her. "What are sisters for?"

* * *

Fili frowned, wondering where Alison could possibly have disappeared to. He'd been training for hours, first with Dwalin, then Kili once he'd finished his archery session with Lily. He'd expected Alison to come to the training yard eventually, but she hadn't, so he'd eventually left in search of her. He didn't mind spending a few hours out of her company, but after that, he always started to miss her, and it didn't help that he'd been forced to spend his nights apart from her since arriving here. He'd realized over the rather sleepless last few nights that he'd grown quite accustomed to having her in his arms each night, and silently cursed the skin-changer for his insistence on the sisters staying in a guest room away from everyone.

Because of that, he'd grown to quite value any time during the day with her, and found himself starting to get agitated when he was away from her for too long. Once he'd realized how distracted he was getting, when Kili had managed to actually best him in their last bout, he'd decided he needed to go find her. But it was turning out to be more difficult than he'd expected; she wasn't in the house, nor the stables, nor was she on the front porch. Gloin had informed him that they'd spent some time talking a few hours ago, but she'd left with Lily and he hadn't seen her since. The older dwarf had added that she'd begun to look distressed towards the end of their talk about her family, and he thought perhaps she was growing homesick.

And now, he was searching Beorn's rather extensive grounds, his agitation increasing with each failure to find her. What if she had become so homesick that she'd left? Surely she wouldn't do such a thing without talking to someone, would she? No, of course not. She would never leave without seeing their quest through, or at least letting them know, and neither would Lily. But then, why couldn't he find either one of them?

He was starting to feel fear and panic overtake him as he headed towards one of the last corners of Beorn's yard, filled with bright flowers and long, rustling grass, when he heard feminine voices ahead, singing in an odd fashion. He relaxed at the sound, the tension draining out of his body as he let out a deep breath before hurrying forward.

When he finally spotted the sisters ahead of him, however, he stopped for a moment, frozen in baffled astonishment mixed with a steadily rising lust. "What on earth are you doing?" he managed roughly.

For his One – and her sister, though his attention was solely fixed on Alison – were moving their bodies as they sang, particularly their hips, in a sort of freely swinging, incredibly distracting fashion, as though to the beat of some wildly primal music to match their odd song. Fili found he couldn't tear his fascinated gaze away from Alison's hips, reminded quite strongly of how they had moved in concert with his own only yesterday afternoon.

That is, until she cried, "Fili!" in obvious delight that caused his heart to leap in his chest as she stopped what she was doing to dash over to him. He looked up to her face instead, noting the flush on her cheeks, the brightness of her eyes, and the blinding smile she was directing at him as she stopped in front of him, wobbling slightly. His hands promptly went to her waist to steady her as she added brightly, "We're dancing!"

"Is that what it was?" he asked curiously, struggling to control the fire simmering through his blood as he sent a questioning glance to Lily.

"That's the way a lot of people dance where we come from," she confirmed, looking a little embarrassed. "Our music is . . . quite different, and a lot of dancing to it is just moving however you like to the beat."

Fili nodded, wondering what strange land allowed such . . . well, erotic dancing was the only way he could think to describe it. Though he supposed he should hardly be surprised, considering his One's free attitudes about sex. Still, he had difficulty conceiving of a place that would condone such dancing in public. "You may want to avoid dancing that way in front of some of the older dwarves," he warned the two of them. "They might find it inappropriate."

Lily nodded soberly, while Alison grinned, swaying her body closer to his suggestively. He did absolutely nothing to stop her from plastering her body to his and wrapping her arms around his neck as she drawled, "Does that mean you didn't like it?"

"I didn't say that," Fili protested mildly. Indeed, he'd liked it rather too much, and he knew she could feel the result as she pressed her hips closer to his, her eyes gleaming. "In fact, if you'd like to dance for me in private, I wouldn't mind it at all," he confessed, sliding one hand up her back. He was about to cup her lovely rear with the other when he remembered her sister was still there, and he shot a guilty look in her direction.

Lily, however, just gave him an encouraging grin as she started walking past them. "I'm getting hungry, Ali," she said to her sister. "I'm going to go back and get started on supper."

"You do that," Alison replied in a distracted fashion, her gaze never leaving Fili's as she waved a hand at Lily over his shoulder while she strode away. "So, you enjoyed my dancing?" she asked slyly.

Fili nodded, finally sliding his other hand down and squeezing the soft flesh of her bottom as he'd longed to, fitting her even more closely to him. "I'm sure you can tell," he said wryly, feeling the yearning of his body to be inside hers.

"Oh yes," she breathed, pulling his head down to hers for a hungry kiss.

He explored her mouth ardently, sweeping his tongue ever deeper, pleasantly surprised by the taste of honey mead in her mouth, which made the kiss even more intoxicating than usual. He finally pulled back, asking breathlessly, "Have you been drinking, Ali?"

"I was working on getting drunk," she admitted, before leaning up to nip his earlobe, making him groan as a fiery bolt of sensation shot through him. "So," she breathed in his ear, circling her hips against his, "why don't you take advantage of me, Fili?"

He huffed out a laugh as she leaned back to waggle her eyebrows at him. "Well, lass, if that's your wish, I'm happy to oblige." His body thrummed with eager agreement to the suggestion, and he marvelled that he could already want her so badly when he'd been with her only yesterday. He had no inclination to fight the overwhelming impulse to bury himself inside her, however, so he began lowering her to the ground below as she muttered, "Please do," before taking his mouth with hers in a scorching kiss as they tumbled down onto the soft grass.

* * *

Lily smiled to herself as she headed back to the house. She'd managed to distract Alison thoroughly out of her funk, she was filled with a nicely pleasing buzz from the honey mead, and she was pretty damn sure her plan was working. She hadn't heard Ali greet a guy with such unrestrained delight while partially drunk since Chris, and she took that as a very good sign. She was quite sure that it meant Fili was the one who could open Ali's heart back up again, and more than that, she was positive she could trust Fili with Ali's heart. If only she could be so sure about his brother's feelings.

She sighed, her pleasure dimming a little as she thought of Kili. She had no idea what to do with him. He flirted with her, sure, and he could be sweet and charming and attentive when he wanted to be, but she knew he loved women. Flirting was pretty much like breathing to him, and she was the only available woman around, so she was fairly sure he wasn't serious about her.

And as if thinking about him had conjured him up, there he was, striding toward her with that boyish grin flashing across his face. "Lily!" he called, lifting an arm in a wave. "Have you seen my brother? I bested him earlier in training, and I need to rub it in some more."

She couldn't help but laugh at that, which made Kili's grin stretch wider. She did genuinely enjoy his company, she admitted to herself, even if he did confuse and frustrate her at times. So she would do her best to keep treating him as a friend, but not a friend with benefits. Definitely not, she thought firmly as she nodded to Kili. "I've seen him. He's back there." She jerked her thumb over her shoulder at the corner of the yard she'd just left. When he went to run past her, though, she held up a hand to halt him. "But you should leave him alone."

"Why?" he asked in obvious confusion, until she gave him a pointed look. "Ohhh," he said slyly, "he's with your sister, isn't he?"

"Yes, and they deserve some privacy," she told him sternly, glaring at him when it looked like he might keep going.

Kili raised his hands in defense, his dark eyes bright with mischief. "Fine, I'll leave them alone. If . . ." he trailed off suggestively.

"If?" Lily repeated suspiciously, though she was fighting a grin at the lively enjoyment on his face as he tried to blackmail her.

"If you go for a walk with me. Just the two of us," he bargained, holding out a hand to her.

Lily hesitated, staring at his hand for a moment. She'd managed to avoid being completely alone with him this whole time, because, well, she was the cautious one. The careful one, who considered the risks, instead of charging ahead recklessly with a plan, like her older, more impulsive cousin. And being alone with Kili, no matter how enticing it was, was definitely all risk. But on the other hand, it was just a walk. She could leave whenever she felt like it. She reached out and took his hand in hers, trying to ignore the butterflies that the warmth of his hand and his now dazzling smile were creating in her. "All right, let's go," she said.

"Excellent choice!" he exclaimed, threading his fingers through hers as he headed back in the direction he'd just come from, tugging her along with him. "I had something I wanted to show you."

Lily watched him speculatively as they went, grateful that her long legs (for her current height, anyway) helped her to keep up with his usual breakneck pace. "Were you actually looking for Fili?" she asked. "Or were you looking for me?"

Kili shot her a mischievous grin. "Both, actually. But mostly you, so it turned out rather well, don't you think?"

She snorted, unable to keep a smile from her own face. "Well, for you, I suppose it did. So you wouldn't have actually interrupted them, right?"

"Of course not," he replied, looking a little affronted. "Fili deserves all the time he can get with his –" he cut himself off abruptly, giving her an anxious look.

"His One," Lily finished softly. She and Kili had never actually discussed the relationship before, and it appeared the one thing Fili hadn't told him was the help she'd been giving him. "I know, he told me. I've actually been helping him out with it, because I want Ali to be happy. And she's not going to be, if she keeps on the way she's been going."

Kili looked distinctly relieved at her words. "Good. Do you think she will eventually accept his courtship, then? Because I don't want Fee hurt, and he would be devastated if she rejected him in the end. For Dwarves who lose their One - it's, well, they're never the same after."

One thing about Kili she could be sure of, Lily thought as she smiled warmly at him, was that his loyalty to his brother would never be in question. "I know. I don't want that either. I've seen what happens when somebody loses the person they love and I don't want that to happen to Fili. But I think he stands a very good chance. Ali's almost there. She just needs a little more time to get over her fear, that's all." At least, she hoped that was all.

Kili squeezed her hand. "Thank you, for helping him." Lily flushed at the intense look of gratitude he was giving her, and she found she had to look away from it as she nodded in response.

"You're welcome." Needing something to distract him from the way he was looking at her, and the way it made her feel, she added, "So you said you beat Fili in training earlier?"

His face lit up at that. "Yes! It's the first time I have ever beaten him, except at archery!"

He launched into an enthusiastic, blow-by-blow description of the fight as they continued through Beorn's yard. Once he'd finished that, they traded a few stories of each other's childhood growing up with their respective brothers. Lily just managed to remember to turn her older cousins into her older brother and sister, as well, but fortunately they'd spent so much time together growing up that she didn't have to make up any stories with them in it. Finally, after several minutes of walking, since Beorn's yard was really more like an acreage, they reached their destination.

"This is what I wanted to show you," Kili told her, leading her through a small stand of apple trees. Once on the other side, he spread his arms wide to indicate another of Beorn's flower gardens that were peppered throughout his property.

This, though, was by far the most beautiful one, Lily thought as she stared around in awe. It was filled with a riotous bloom of nearly every flower and color imaginable, with daisies and roses and lilies and carnations and hydrangeas, and several others that she didn't even know the name of, all the way up to the wooden fence in the distance. There appeared to be no obvious order in their planting, or defined rows, and yet somehow, it still wound up looking more beautiful than the most manicured and tended gardens she'd ever seen back home. There were even a couple of stone benches set throughout the garden, for one to sit and look at the flowers.

"I thought you'd like it," Kili's voice said by her ear.

"Oh, I do!" she exclaimed, looking around in wonder. "It's so beautiful here!"

"It is," he agreed, "but it's not as beautiful as you are."

Lily turned to him, about to roll her eyes as she brushed off the obvious line, but the words died in her throat as she saw how serious he suddenly looked. It was the most serious she'd ever seen him, as though he sincerely believed the words he'd just said, and it caused a flood of warmth in her body, only matched by the flood of color on her face.

"Thank you," she managed at last, when she finally found her voice. What on earth could she say to that? She didn't even know, especially when the heat in his dark eyes was only growing more intense as he watched her. He took a few steps closer to her, leaving them only inches apart as he lifted her hand to his mouth, pressing a gentle kiss to the top of it. "I-I mean, thank you for showing me this, and the compliment, but . . ." she trailed off, unsure what to say. The butterflies in her stomach were going full force, now, crashing around, and the mead she'd drunk earlier wasn't helping her to think at all.

"Lily . . ." He tugged her a little bit closer, his eyes never leaving hers as he asked, "Can I kiss you?"

It was a bad idea, she warned herself. She needed to tell him no. She was definitely going to tell him no. And yet, when she opened her mouth to tell him just that, what she blurted out instead was, "Yes, you can."

A happy smile broke out on his face before he lowered his head. She closed her eyes, suddenly feeling breathless with anticipation. She expected him to just dive right in, but he didn't. He kissed her gently, with slow, coaxing brushes of his lips across hers that settled the nerves jangling through her body even as her blood slowly heated. Lily could feel herself melting by slow degrees against him as his large, strong hands shaped her against his hard body. She parted her lips for him even as he pressed her close, and his tongue slipped in slowly, tasting and exploring. She let out a soft gasp, her tongue stroking tentatively against his in turn, and she wrapped her arms around his neck, threading her fingers through his long, dark hair. He let out a low, rumbling moan when she tugged lightly on his hair and sucked on his tongue briefly.

The kiss – was it just one kiss spread out over a long time, or many linked closely together? - seemed to go on for several minutes as they tasted and explored one another. They stopped for brief breaths of air, or to readjust the angle of their mouths, or once for Kili to trail his lips along her neck before she pulled him back up to her mouth. But other than that, Lily didn't notice anything going on around them; it was as if they were stuck in their own private bubble of hazy desire and liquid heat. So she failed to notice that Kili had been moving them along slowly until he lowered her to a stone bench.

The coolness of the stone beneath her back shocked her into a little awareness, enough for her logical brain to ask what in the hell she thought she was doing. Her brain was soon quieted again by the feel of Kili's teeth gently tugging at her ear and nibbling down her neck. She clutched more tightly at his hair and wrapped her legs around his waist, pulling the heavy weight of him down on her more firmly as fire licked along her nerve endings. But when she felt him lever himself up a bit to slide her tunic up, his hot hand trailing up her stomach to her breast, her brainpower returned in full force.

"No! I can't! I can't do this!" she gasped, pushing at his chest and squirming to get out from underneath him. Kili rocked back instantly, most likely at her words, since she doubted her pushing had done anything to dislodge him. He sat at the end of the bench between her parted legs, eyes dark, face flushed and surprised as they stared at one another.

Had she lost her damn mind? Lily wondered, disgusted with herself. She knew better than this. He hadn't said a word about wanting anything serious with her, just complimented her and kissed her and she'd fallen all over herself, almost having sex with him on a stone bench in Beorn's garden where anyone could see them. She should have known better than to add herself to Kili's list of women. She wasn't his One, he'd never said so, and unlike Fili, he would have no reason to hide it from her. And then there was Tauriel, who would be appearing very soon and probably _was_ his One. And even if she wasn't, how in the hell would a girl like her ever be able to compete with a beautiful and perfect elf maiden? She couldn't, of course. Some plain, brown-haired, freakish half-breed that couldn't even fight? It was no contest. And even if, somehow, Kili still wanted her more, he could still die. He would die, if she couldn't keep her head on straight. Which he had just made quite clear that she couldn't, if he was kissing her. She needed to put a stop to this, now, because there was no happy ending coming out of this for her.

"You can't do this?" Kili repeated finally, his voice rough with lust. "Why?"

"Because I can't," Lily retorted, frustrated and flustered with arousal. "Because you don't – and I – " God, she was terrible at this. "Why do you even want me, anyway?" she blurted out at last. "Just because I'm here?"

"No," Kili protested, looking baffled and blindsided. When she gave him a pointed look, crossing her arms and waiting for an explanation, he went on, clearly struggling for words, "I – I mean, I like you, and you're beautiful, and I-I just . . ." He trailed off, as if he wasn't sure what else to say.

"That's what I thought," she said softly, disappointed and even more thoroughly disgusted with herself for letting things go this far in the first place. "If you just want me because I'm the only woman available that isn't your brother's One, I don't want any part of it, okay? So just leave me alone."

She got up from the bench, and Kili reached for her arm, protesting again, "But that's not why. I – I'm not sure why I want you, but it isn't just because you're here, I swear it."

Lily jerked her arm free, standing on slightly wobbly legs that she was determined to ignore, and feeling suddenly like she wanted to cry. He looked confused, and upset, but she couldn't be another notch on his belt. She just couldn't, because she already cared too much about him to indulge in some casual fling where she got her heart trampled at the end when he saw someone he liked more. And he would, because again, Tauriel vs. Lily Dunlop? She wouldn't even make it past round one. She shook her head at him. "If you can't give me an actual reason why you want me, then you're not really serious about it. And I can't settle for anything less than serious. I'm sorry, but please, please, just leave me alone."

She turned quickly, before she could see the look on his face, and strode away as rapidly as she could manage, ignoring his shout of her name and what she felt sure was cursing in Khuzdul when she didn't turn around. Fortunately, though, he didn't follow her, for she felt tears swimming in her vision and dripping down her face as she kept going. Better a few tears now than many tears later, she told herself, and continued moving, though she wasn't sure in which direction. As long as it was away, that was the important part.

She'd been walking for a few minutes, possibly more, swiping at tears periodically, when a voice cried out, "Lily, whatever is the matter?"

 _No._ No, she hadn't wanted anybody to see her like this. She let out a watery sigh of relief, though, when a handkerchief appeared in her blurred vision. Bilbo. Better him than anyone else, right now. She didn't want to mess anything up for Ali and Fili by putting them in the middle of this, and though Beorn had been extremely kind to her, he'd probably flatten Kili into the ground if he found out he was responsible for her tears, which she didn't want either. And she had no idea how the other dwarves would react. Bilbo was by far the safest option. She took the handkerchief tentatively, drying her tears and blowing her nose. Once she felt she could, she looked at Bilbo, giving him the brightest smile she could manage. "Nothing's the matter."

He simply raised his eyebrows as he took his handkerchief back, tucking it away as he gave her the most doubtful look she'd ever seen on anyone's face.

She sighed, giving in. "Nothing I want to talk about right now, anyway."

Bilbo's face softened at that. "I understand. But when you do want to talk about it, I would be more than happy to listen, if you'd like."

Lily smiled, feeling a rush of gratitude for Bilbo's understanding presence. He really was the best person she could have run into right now. "Thank you, Bilbo. If I want to talk about it, I'll come to you. But for now, I should go get some supper started."

"Well, then, allow me to help out with that at least," Bilbo said, smiling at her.

"If you'd like to, of course," Lily agreed, and already feeling in better control of herself, she followed Bilbo as he began heading in the direction of Beorn's house. "How are you doing, Bilbo?" she asked as they walked side-by-side. "I know you were feeling homesick not that long ago."

"I'm feeling a good deal better now, thank you," he answered, though he gave her a look that made it clear he knew she was trying to distract him. "The dwarves seem to be much more accepting of me now, and now that we've made it over the mountains and are away from the Orcs, I feel as though things are going to be much better."

Lily made a non-committal noise, wincing at the reminder that Bilbo was still completely unaware of the hardships ahead. Which was exactly why she didn't have time to be worrying about her own feelings; she and Alison had three lives to try and save, after all. The mention of going over the mountain, however, reminded her of one other thing she'd meant to say to Bilbo. "Bilbo, about that ring you found . . ." she began hesitantly.

Bilbo stopped dead in his tracks, looking at her like a deer in headlights. "How on earth did you . . ." he began, and when she gave him a sardonic look, he stopped mid-sentence and nodded. "Of course. You saw it." He was still tense, however, his hand sliding into the ring of his vest pocket as he watched her warily.

She nodded. "Yes, I saw it." She was growing increasingly uncomfortable with lying about her so-called "abilities", so she tried to make it not a lie as much as possible. And to say she had seen it was not, in her mind, a lie. She had seen Bilbo get the ring; it had just happened to be on a movie screen, rather than in some vision. So unlike the others, who had only heard Bilbo's highly edited version of his adventure with Gollum in the caves, she knew exactly what had happened. Well, barring any minor changes from his association with her and Alison, of course. She raised her hands in defense as he continued to watch her, frozen in place. "Don't worry; I'm not going to take it away. Or tell anybody. Well, Alison knows, but she won't say anything either. But if you want to tell anybody else, that's your business. I just wanted to say . . . please be careful with it. Only use it when you absolutely have to, and if you do tell anybody, make sure it's Gandalf, okay?"

He nodded slowly, relaxing by degrees, and finally he began walking again while she kept pace with him. "So, you know it turns me invisible when I wear it," he murmured, and she nodded. "Do you know where it comes from? Or who made it?"

Lily hesitated, choosing her words carefully. "I have a pretty good idea, yes. But . . . there are some things that I can't – or rather shouldn't – reveal just yet. I have to be very careful, just as you do. But what I can say, is that voice you hear when you wear it? Do your best not to listen to it, okay? And please, promise me you'll only use the ring when you really have to?"

She turned a pleading look on Bilbo, who looked startled at just how much she did know about the ring, but he finally nodded once more. "I promise, Lily," he said at last. "I will be very careful with it."

Lily beamed at him. "Thank you, Bilbo." And as they approached Beorn's home, she wondered if she'd just made things better or worse, by extracting that promise from Bilbo. But as always, she had no idea.

* * *

The next morning, Alison watched Beorn take Gandalf a little ways off from the rest of them as they all prepared to leave, piling the supplies he'd given them onto the ponies he'd loaned them. She cast a significant glance to Lily, who nodded. They needed to talk with Gandalf, before he left, but they hadn't wanted to do so until he talked to Beorn and sorted a few things out. After she'd tightened the last few straps on her pony's back, she headed for the edge of the trees along with Lily. They waited just outside the trees, neither noticing that Fili had carefully edged closer until he was just within earshot.

Alison could faintly hear Gandalf and Beorn discussing the necromancer, as well as Thorin's shout that time was wasting. She and Lily continued to wait patiently, hearing the discussion the two men were having about the enemy. Gandalf and Beorn finally emerged from the trees after Beorn informed Gandalf that their hunters were drawing close again. Gandalf gave them a curious look, while Beorn smiled at them, a much warmer expression than he ever gave the others. However, they had bonded quite well with Beorn over his animals, particularly since Alison had treated a few minor injuries on some of them, and he now seemed to be protective of the two of them as well as fond of them.

"Can we talk to you, Gandalf?" Lily asked quietly.

The wizard nodded sombrely, stopping next to them. "Of course you may. We had best make it quick, however. Thorin is impatient to press onwards."

"Thank you, Beorn," Alison said as he went to move by them. "We truly appreciate your help. And I promise we will return your ponies in perfect health."

Beorn lowered his immense hand to her shoulder, giving it a light squeeze as he gave her a fond smile. "I am certain you will, little one. You are very welcome, and if you and your sister are ever come this way again, consider my home open to you."

Lily smiled at him. "If we come this way, we will make sure to visit. Thank you."

Alison smiled at him as well, and Beorn nodded to them, moving past them with ground-eating strides and leaving them with Gandalf. He turned to them, his brows raised. "Well, what did you wish to discuss?"

"It's about where you're going," Lily began. "The High Fells."

"We just wanted to know if you wanted any . . . information . . . before you left," Alison added carefully.

Gandalf looked a little startled at their words, for at this point, he hadn't fully made his decision yet, but he finally shook his head decisively, his beard whipping with the motion. "No. As I've told you before, it is not wise to reveal too much of what you know about a person's fate. Not even about my fate." He seemed to think about that for a moment, then murmured, "Perhaps especially my fate."

"Well, yes, we know," Lily muttered, "but we weren't planning on revealing a lot. Just, you know, maybe tell you to be really, really careful."

Gandalf gave them both speculative looks. "You are saying it will be dangerous, then?"

"The word 'trap' comes to mind," Alison offered. "And, um . . ." She wanted to tell him he'd be delayed in meeting them in front of Erebor, or not to trust Saruman, or any one of a hundred other things, but she supposed he'd probably count all that as knowing too much. So she finally finished with, "Just . . . trust your instincts, more than everybody else's supposed wisdom, okay?"

The wizard shot her a shrewd look, as if he'd guessed who she was referring to, but he simply nodded. "I thank you both for the counsel. Now, as it appears I will in fact have to take my leave of you all, I will ask that you watch closely over the others, and guide them in my absence. I suspect they will need you more than ever in the days to come. And you be careful as well, crossing through Mirkwood. Now, we must go."

They nodded, following Gandalf back to the ponies. This time, there was enough for everybody to have their own, so they each mounted a pony. Gandalf took the lead, and the others all fell in behind them. Alison noted that Fili was giving her an odd look as she fell in next to him, but she supposed he must just be curious about what they were talking to Gandalf about. In any case, he didn't ask her anything, merely drew her and a slightly broody Kili into conversation as they began to ride.

It hadn't escaped Alison's notice that Lily was acting odd around Kili since yesterday. Or rather, avoiding him altogether by the looks of it, as she was now riding ahead of them next to Ori. She'd also noticed that Kili was allowing it, and doing his best to avoid her in turn. She'd tried to ask Lily about whatever had happened, but her cousin had been annoyingly close-mouthed about it, simply saying she'd decided it was best to stay away from Kili from now on. She knew that something had to have happened to bring Lily to that conclusion, but she also knew that her cousin was stubborn enough not to ever talk about it unless she felt like it. But Lily had always put up with her own bouts of stubbornness, so she could hardly refuse to do the same. Besides, maybe Fili would eventually find out from Kili, though he'd told her that thus far, Kili had refused to tell him either, though he seemed both ashamed and frustrated. Oh well, she thought with a shrug, they were both adults, more or less. They'd figure it out eventually, and they had Mirkwood to worry about first, anyway. So she let Fili distract her with merry conversation as they rode over the rolling hills and fields towards the gloomy wood.

* * *

Several hours later, Alison watched from the back of her pony as Gandalf dismounted in front of Mirkwood. It looked even worse than she'd expected it to; all of the rich greenness around them had begun to fade away as they'd gotten closer. Even the grass nearby the woods looked dead, and the trees themselves looked as though they were in the midst of a Canadian winter; empty, leafless branches standing starkly against the sky, twisted and gloomy. The whole thing was giving off a very haunted house vibe, and in spite of her fondness for horror movies, she couldn't help but shiver as she dismounted.

"It will be all right, lass," Fili murmured to her as he dismounted from his own pony.

She simply smiled at him, not answering. Of course they would survive Mirkwood – unless she and Lily managed to mess something up – but that didn't mean she was looking forward to the whole trippy hallucination bit first. Or the spiders. Or the elves being jackasses.

"The Elven Gate," Gandalf called back to them as all the others begin to swing down from their ponies as well. He turned around and strode back towards them. "Here lies the path through Mirkwood."

"No sign of the Orcs yet," Dwalin commented. "We have luck on our side."

Alison noted the doubtful look on Gandalf's face at this, and then saw him look up beyond them. She followed his gaze, seeing an immense bear silhouetted against the sky on top of a rocky hill nearby. "Set the ponies loose. Let them return to their master," Gandalf ordered them, and they all began to unload the ponies at the order.

Bilbo, however, was watching the trees closely. "This forest feels sick." He glanced to Gandalf as he approached him. "As if a disease lies upon it. Is there no way around?" He shot a glance back at Lily, as well.

Lily shook her head, answering before Gandalf could. "No, any other way would take too long. And, well, like I said before at Rivendell, sometimes we have to do things we won't like, in order to accomplish our goals."

Alison wondered at the heaviness of Lily's tone as she said that. What was she so worried about, in Mirkwood? Maybe she just wasn't looking forward to being imprisoned later. But, as she'd said, they had to go through with it, since they would need the elves later in the battle against Bolg and his army. This, unfortunately, was one of the things they couldn't change.

"Quite right," Gandalf agreed. "We would otherwise have to go 200 miles north. Or twice that distance south." He cast a curious look back at the trees again, and headed deeper into them as the rest of them continued to unload their packs off the ponies.

Alison had only just gotten her pony unloaded and her own pack ready when Gandalf came back out of the trees at a near run, shouting, "Not my horse! I need it!"

Almost everyone turned to look at him in shock, other than Alison and Lily. Bilbo looked most distressed of all, as he cried, "You're not leaving us?"

Gandalf gave him a sombre look, after a quick glance to Alison and Lily, who both nodded at him. "I would not do this unless I had to. You've changed, Bilbo Baggins. You're not the same Hobbit as the one who left the Shire."

Bilbo gave him a weak smile. "I was going to tell you. I . . . found something in the Goblin tunnels."

"Found what?" Gandalf asked curiously, looking down at Bilbo, who now had his hand tucked into the pocket of his vest. Alison watched closely, wondering if the talk that Lily told her she'd had with Bilbo would change anything as the wizard pressed, "What did you find?"

"My courage," Bilbo said at last, shooting a quick glance to Lily as he let go of the ring. Alison let out a sigh, though she wasn't sure it was such a great idea for Bilbo to tell Gandalf right now, anyway. Hopefully he would tell him sooner than before, but it was probably best to wait until after the whole Erebor quest, at least.

"Good. Well, that's good," Gandalf replied as he straightened up, though he cast a curious look of his own back to Alison and Lily before he continued, "You'll need it." He headed for his horse, telling Thorin, "I'll be waiting for you at the overlook, before the slopes of Erebor. Keep the map and key safe." He fixed Thorin with a serious look as rain began to drizzle down around them, waiting for Thorin to nod in response, which he finally did.

"Do not enter that mountain without me," Gandalf said sternly, still staring at Thorin. "This is not the Greenwood of old. There is a stream in the woods that carries a dark enchantment. Do not touch the water. Cross only by the bridge. The very air of the forest is heavy with illusion. It'll seek to enter your mind and lead you astray." He mounted his horse at the last words.

Alison had followed the others over to the entrance to the woods on foot, after releasing her pony, and muttered to Lily, "Welcome to the jungle."

Lily grinned at her. "It's a forest, not a jungle."

"Well, it's probably going to get worse here every day," Alison pointed out dryly, making her laugh, though she nodded in agreement with the statement also.

Bilbo cast them an anxious glance as he demanded, "'Lead us astray'? What does that mean?"

"Just what it sounds like," Lily murmured, though she gave him a reassuring smile. "It'll try to convince us we're on the right path when we're not."

"So do your best to keep your wits about you, Bilbo," Alison advised. After all, she had no idea how she and Lily would react in there; she doubted they'd be able to avoid the effects of the woods any better than anyone else. But she knew Bilbo would be able to keep his head on straight more than the others; she'd seen him do it.

"What about you two?" Bilbo hissed. "Can't you do the same?"

"We'll try," Lily told him, "but I can't see how things affect us, remember? So I don't know how much help we'll be in there."

"But we do know you can do it," Alison encouraged him, and he nodded, looking more determined as he glanced at the trees behind him.

"You must stay on the path," Gandalf shouted at that moment. "Do not leave it. If you do, you'll never find it again." He finally turned his horse around, beginning to trot away, following the ponies that the others had already released as he called over his shoulder, "No matter what may come, stay on the path!"

Thorin headed for the entrance as the others all regarded the forest dubiously. "Come on. We must reach the mountain before the sun sets on Durin's Day." Everyone began following him as he added, "It is our one chance to find the hidden door."

Though there was some grumbling, all the dwarves fell in behind him, following the flagged stone path that was visible around the stone altar Gandalf had found, and they headed deeper into the woods. They ended up having to go in single file as they went, so Lily went in front of Alison, with Ori ahead of her, and Fili fell in behind Alison, with Kili behind him, the others all ranged on either side of them.

"Be careful, lass," Fili whispered by Alison's ear. She felt the brush of his hand at her waist, and he squeezed it gently. "Stay close to me."

"Oh, I will," she muttered, feeling the shiver creep down her spine at the diseased tree branches, looking for all the world like long fingers reaching down to grab her. "Don't you worry."

* * *

It was like a never-ending bloody nightmare. Or maybe more accurately, a nightmare about being drunk. It certainly reminded Alison a lot of the time she'd been very nearly black-out drunk at her Safe Grad after high school graduation. It had the same swimming sensation, of being unsure where exactly your head was in relation to your body, or really if you were even walking straight, or where you were or what was going on. Everything seemed to be constantly spinning and shifting and sliding, and she had no idea what time of day it was, or when they'd entered the forest, even.

The last thing she remembered with anything approaching clarity was getting across that stupid stream. At that point, she and Lily had been lucid enough to make sure that Thorin didn't take Kili's bow to fire at the hart, since he wouldn't hit it anyway, and they'd made sure to go across with Bombur so that they could keep their eyes on him and make sure he didn't get startled and fall in. Even so, it had been a near thing; Bombur quite outweighed them, and it was only because Fili and Bofur had been close by that Bombur hadn't dragged them in with him. But, though Kili and Lily were still avoiding each other, Fili had remained his attentive self, and had been hovering close enough to save them all from near disaster, and alert Bofur to help.

So, at the very least, they'd been able to prevent the other dwarves from having to haul Bombur around. Not that it had improved morale much, though, and Alison had no idea when that was. It could have been hours ago that happened, or days ago. At this point, she'd completely lost her sense of the passage of time. All she knew was that she was tired, and hungry, and it felt like she couldn't breathe, and this forest was creepy as fuck. The constant darkness, the weird noises, the oppressive air; she was heartily sick of it. She was almost praying that the spiders would attack them soon, because at least then it would be over. She didn't even know if they were on the path anymore, because her head was swimming too much to know if the ground beneath her feet was dirt or a stone path.

"We need to take a rest," someone called. Nori, she thought it might be.

The dwarves were all panting with the effort of breathing in the close air at this point, and mumbled agreements, even Thorin. They all sat where they stood, pretty much, though Alison managed to find a somewhat clear log to sit on. Fili sat next to her, and she leaned her head against his shoulder, letting him wrap his arm around her. She looked around, her eyelids feeling heavy, until she saw Lily sitting by Ori and his brothers, and then she closed her eyes briefly, feeling the urge to rest as Bilbo called out something about strange voices.

Wait, what was that knocking sound? She opened her eyes, only to see what looked like the off-white panels of her door at home in front of her. No, that wasn't right, was it? Was she at home? Her head spun. She couldn't remember, but she was reaching out for the door, turning the knob and opening it, anyway.

A stocky, middle-aged man stood on the other side, his bearing proud and military straight, wearing the mottled-green uniform of a soldier, with the incongruous splash of the maple leaf flag on the left shoulder. He took off his beret, twisting it in his hands as he met her gaze, his own brown eyes sorrowful and apologetic. "Are you Alison Evans, ma'am?"

 _No. No! No!_ It seemed like she was split in two; part of her babbling that this couldn't be happening, she was in a forest or something, wasn't she? The other part felt as she had that day, nausea beginning to grip her stomach as she comprehended what the soldier was there for, a rising tide of panic and denial and fear and grief swelling up, even as she answered, "Yes, that's me."

"I'm sorry to be the one to have to tell you this, ma'am, but your fiancé, Lt. Chris Miller . . ." She had never properly remembered all the things the soldier had said after that, only snatches of sound over the roaring in her ears as she stumbled backwards, her hand over her mouth as she'd sobbed in denial. And once more, the bits of conversation were all she heard. " . . .died in battle . . . an IED, roadside . . . everyone in the Jeep . . . funeral services . . ." And he'd handed her Chris's dogtags. She dropped to her knees, as she had that day, clutching the dogtags, feeling her heart ripping to pieces in her chest as she cried. Even still, though, part of her was thinking, _This can't be happening, I'm not really here, am I?_

She closed her eyes in denial of everything, and when she opened them again, she was no longer in her home. No, now she was staring down at a casket, at its polished pine surface. _Such a lovely casket. No expense spared. I heard they used the money that was supposed to be for the wedding . . ._

She wanted to clamp her hands over her ears, to run out of the room, just as she'd wanted to that day, but hadn't. She'd simply remained stone-faced, leaning on one member or another of her family. She hadn't cried; she'd been empty of tears by then, numb and cold. But this time, she found herself reaching for the lid of the casket. No. She hadn't done that. She hadn't done that because it had been a closed casket, there hadn't been enough to leave it open . . . why couldn't she stop? But her hand kept going, reaching out, and she lifted the lid.

And there he was. Not in pieces, but not alive, either. Dark-brown hair, buzzcut, eyes closed, handsome, clean-cut face deathly white, wearing that stupid, stupid uniform as he lay there, unmoving. But she couldn't be seeing this, because she had never seen this. She shook her head forcefully, trying to clear the image, but it wouldn't leave, and her eyes welled up with tears, everything tipping and sliding like she stood on quicksand. She blinked to clear away the tears, then reeled back in horror.

The body in the casket had changed. No, there wasn't really a casket anymore, it was a stone slab. No soldier's uniform, but instead shining armor. And the face – no longer clean-cut, but with a golden mustache and beard, the buzzcut hair replaced with a wild golden mane. But still, deathly pale and unmoving.

Had she failed?! She couldn't have failed, not already! There was still time, wasn't there? "Fili! You can't be dead, goddamn it!" she screamed at him, feeling that terrible flood of fear and grief again, so strong she was drowning in it. "You can't be dead!"

"Lass! Ali! Wake up!"

Someone was shaking her, and suddenly her eyes flew open again as she gasped, panting for breath, overwhelmed. Everything was still shifting and fuzzy around her, but she could see enough to know she was in Mirkwood, not her own world. Not there, thank God. Not real. She let out a shaky breath, but her heart was still pounding a mile a minute. She tried to take deep breaths, realizing that Fili's face was still in front of hers, though alive this time, his blue eyes bright with worry and concern. His hands were on her shoulders; he'd shaken her awake. She didn't think any of the others were around; they must have wandered off while she'd been out of it.

But she couldn't seem to calm down, couldn't shake the image of Fili unmoving on a stone slab in front of her. Or worse yet, how it had felt exactly like it did that horrible day with Chris, to see him lying there. "I can't do this," she said shakily, trying to shove his hands away, though he didn't let her go. "I can't do this again, I can't, okay?"

"Ali, what is it? I'm not dead," he tried to soothe her, tried to pull her close, but she kept struggling, panic shooting through her. "It was just a dream, _amrâlimê._ I'm fine. I'm not dead."

"But you will be," she blurted out, panic twisting insidiously through her, because he just wouldn't let go and she couldn't do this! He froze, staring at her with wide eyes, his hands dropping away from her shoulders. "You're going to die, unless we can stop it. If I fail, and maybe I will, you'll die, and I can't do this again, I just can't!"

Realizing that he wasn't holding her anymore, she gave in to the panic and bolted. She couldn't look at his face, she couldn't care about him, she couldn't get her heart broken again, because there wasn't enough left! She ran until she couldn't run anymore, which probably wasn't very far right now because she could barely breathe through the heavy air and her own sobs, and finally collapsed to her knees somewhere amongst the trees.

She gasped for breath, struggling to get her heart rate normal again, but she couldn't seem to do it. And then, suddenly, an achingly familiar voice cut through her panic, finally calming her down. "Hey, gorgeous. I've missed you so goddamn much."

Her head shot up, and she scrambled to her feet, staring at the equally familiar face in front of her. "Chris?!" she exclaimed in disbelief.


	12. The Elves of Mirkwood

_A/N: So just under two months for an update, not too bad! I'm hoping to get to monthly updates, but it might continue to be every two months for the next little while. I will attempt to make sure it doesn't go past that, however! Hope you enjoy this one, as we finally run into the elves in this chapter. I'm hoping I didn't make Thranduil or Legolas too out of character here, as they are difficult to write, especially when there were certain things that I needed to have happen. Anyway, since there is a fair bit going on here, the rest of their stay in the dungeons will continue in the next chapter so this one isn't too long. While this chapter is all Alison's POV, I am hoping to do hers, Fili's, and a brief scene in Kili's POV next chapter. This will finally answer some questions about his feelings in the whole Lily vs. Tauriel issue ;)._

 _Thanks to all those who have favorited, followed, and read so far, I'm happy you're enjoying it!_

 _Extra special thanks as always to my awesome reviewers, ThatOtherWriterGirl, OpaqueSunests, the guest reviewer, Arkinstone, lavonnadarc, and of course the amazing Moira Starsong with her own terrific Fili story! I really appreciate all your reviews and thoughts on the story, and hope to hear more on this next chapter!_

 _Moira got half points on the rock Easter egg in the last chapter: It was some lyrics to Welcome to the Jungle, but she didn't quite remember the band, which was Guns and Roses. There are two nerd Easter eggs in this chapter, one which should be quite obvious, and the other more obscure for those looking for nerd points ;)._

 ** _PLEASE REVIEW EVERYONE, IT ENCOURAGES ME TO WRITE FASTER! THANK YOU!_**

 _Disclaimer: As always, I don't own any lines or characters you recognize, just the rest of the story._

Chapter 12: The Elves of Mirkwood

Alison blinked rapidly. She shook her head, closed her eyes for a long moment, and tapped her temple lightly a few times. But when she opened her eyes, he was still there, in the shifting, desolate landscape of Mirkwood. Chris. Not in the uniform as she'd seen him earlier, but dressed as he might have been the last time he was on leave. He wore a black AC/DC Rock or Bust shirt from a concert they'd attended, his favourite, faded jeans with the rip in the knee and battered Nikes on his feet. His dark brown hair was still buzz-cut close to his head in military style, as it had always been, but dark stubble shaded his jaw as it often had when he was on leave and didn't want to bother with shaving so much. His stormy grey eyes were awash with a chaotic mix of emotions, or so it appeared to her, but he smiled when she blinked again, unable to believe her eyes. "You're not dreaming, gorgeous," he told her, his voice both amused and infinitely sad at the same time. "I know that's the only way you've seen me, lately, but you're not dreaming now."

"Right," she said breathlessly, giving herself a surreptitious pinch just to be sure. Nothing happened. Okay, so she was hallucinating, then. That was fine. Hallucinating Chris alive – or not dead in a coffin, anyway – was far better than a lot of other alternatives. Unless – maybe he'd gotten another chance, too? "Does that mean you're really here?"

His smile faded into a sorrowful, apologetic expression as he shook his head. "Sorry, Ali, but no. I didn't get a 1-up. Just a chance to come talk to you, that's all. Like I said, I've missed you."

So, definitely a hallucination, likely produced by the desperate longing of her own brain. That was fine by her; it was one she was fully willing to play along with. "I've missed you too, handsome," she managed, feeling her eyes well up with tears that she blinked back as she took a few steps closer.

His hand stretched out as if to touch her, but he pulled it back, the sorrow on his face deepening. "Fuck, I wish I could touch you. But I'm not, you know, corporeal."

Despite herself, she was amused. "Corporeal?" she grinned at him, quoting a show they'd often watched together: "Excuse me, professor."

Chris laughed at that, his eyes and face brightening. "Shut up," he replied obligingly, that bright, handsome smile that had once been such a familiar sight stretching across his face. Yes, she didn't mind this hallucination at all. How often had she thought that she would give anything to see that smile again, even if it was only for a moment?

"I've really, really missed you," she said softly, feeling the brief flash of humour fade in the wave of longing that washed over her. She wished she could touch him, too. "Every day, I've missed you."

His smile faded again at that. "I know, Ali. I'm so, so sorry. You have to know that I . . . if I'd had a choice, I never would have left you. Never."

"I know." She managed a wobbly smile at that in an attempt to reassure him. "Of course I know."

"And I sure as hell . . ." Chris hesitated for a moment, as if he was trying to pick his words carefully. "That is, I would never have wanted to hurt you so badly that you would close your heart off."

"I didn't . . ." Alison began, wanting instinctively to protest, to reassure him, but she trailed off after a moment, especially when faced with his doubtful look. She supposed she had, at that. That was what her "nothing serious" policy meant, after all. "Well, I suppose I did, but that's not your fault."

"No, it is," he disagreed, shaking his head. "I may not have done it intentionally, but it still happened because of me. If I'd left the service when you wanted me to . . . well, I suppose there's no point in thinking about that."

"No, there isn't," she agreed softly. Though of course she had thought about it, many times, it was one of the few things she'd managed to come to terms with. There was nothing that could change what happened now, and he simply wouldn't have been him if he had left his friends and his duty behind so easily. And she wouldn't have loved him as much as she had – as she still did.

Chris sighed, rubbing the back of his neck, another achingly familiar sight. "Anyway, that's why I came. I want to help fix the damage that I did, help you open your heart again now, because I want you to be happy. And of course I still wish I could be the one to help make you happy, but since I can't, I'll at least . . . rest easier knowing he loves you as much as I do."

Alison had already been thinking of how to say that she wasn't sure she wanted to be fixed, while also wondering if she was arguing with herself right now, and so it took a moment for his last words to register with her. When they did, she jerked her gaze up to meet his in shock. "Knowing who loves me?" she demanded warily.

"Your dwarf," Chris replied simply, looking a little surprised. "Fili is his name, right?"

"He doesn't love me," she denied automatically, feeling a rising tide of panic buffeting over her. She would know if he did, wouldn't she? Wouldn't he have said something? Wouldn't she have noticed something, even as wrapped up in other concerns as she had been?

"Doesn't he?" Chris said mildly, in a tone that she knew well. The one that said he knew he was right, and he was just waiting for her to figure that out. "Have you ever asked him how he actually feels about you?"

Alison opened her mouth to answer automatically, then snapped it shut again as she actually thought about it. That panic rose up ever further, threatening to drown her as she realized she'd never asked Fili how he felt about her. She'd asked if he wanted anything serious, and assumed his feelings from that . . . but even that, now that she thought back on it, he'd never given a direct answer to. But what did that mean? Did that mean anything? Why wouldn't he have said something then?! Confusion mixed with the panic, and she felt everything starting to slide and swirl again. She was no longer sure if it was because of Mirkwood, or her own emotional turmoil.

She shook her head again, looking back up at Chris in panic. "Even if he does – I don't – I can't . . . ." Her thoughts tumbled around, leaving her unable to finish whatever she'd been about to say, as another thought popped up. _Is it that I really don't, that I won't ever feel that way, or just that I think I can't handle it? I don't know!_

"It's okay if you do, you know," he said softly, his eyes full of sympathy. "It's good if you do. Like I said, I want you to be happy, and I don't think you will be if you keep your heart closed off from love. The Ali I know isn't a coward, who would break a man's heart out of fear."

"Maybe the Ali you know died when you did," she snapped defensively, stung by his words. And by the thought that if Fili did love her, she might end up doing just that. Lily had been right; her bit of fun had been a bad idea.

She immediately regretted what she'd said when she saw him flinch a little at the words, but he shook his head in response. "No, you've just been hiding. And that's okay, but I think it's time you came out now."

"Now would be the worst time. You know what happens – he's supposed to die!" she cried, feeling fear mix in with the waves of panic washing over her. _He'll die, if we can't save him. All three of them will, and I think that might just break me for good._

"If anyone can save him – them – it's you and Lily," Chris replied firmly. "Hell, it's almost better this way because you have advance warning, and know how it happens. Anyone could die at any time, and you wouldn't know it was coming." He indicated himself with a sweep of his arms. "You wouldn't be able to do anything to stop it. But this one, you can stop. You will. I'm sure of it."

The utter conviction in his voice, his unshakable faith in her that she could see in his eyes, finally started to calm Alison down. She felt as though she could breathe properly again, as though her head was above water and clearing of its confusion and panic. "You really believe that," she said in wonder.

Chris smiled, nodding to her. "I really do. And I really believe this is the best time for you to try again."

"I . . . I don't know for sure if I feel that way about him." She couldn't quite bring herself to say the word aloud, not just yet. She didn't feel quite brave enough. "But if I do, you really wouldn't mind?"

"All I want is for you to be happy," he told her, his smile gentle now. "So if he can help make you happy again, then no, I won't mind at all. I promise."

"God, Chris." Alison wiped away the few tears that were suddenly trickling down her face. She went to hug him, but realizing she couldn't, she stepped back again, her arms falling to her sides. "Way to be totally unselfish." She laughed unsteadily, watching his smile go bright again. "Thank you, really. But no matter what happens, I'll always love you. You know that, right?"

His smile was so bright now as to be nearly blinding. "Of course I know that. Just like I know you'll win this." He looked over his shoulder, almost as if someone was speaking behind him that she couldn't see or hear. "I have to go now, gorgeous. So do you. I wish . . . hell, I wish so many things. So I'll just wish you the best of luck, in everything. And remember, Ali, distraction can work as well as any weapon."

"I'll remember, handsome," she promised him, even as she was already mulling over his words, which she assumed he'd meant for the Battle of Five Armies. "Goodbye, Chris."

"Goodbye, Ali. I love you." Even as he said the words, he disappeared, leaving no trace behind to indicate he'd been there.

Alison took a deep breath, trying to sort through everything that had just happened, or the fact that the whole drunken fog Mirkwood had descended on her brain seemed to be gone. But before she really had a chance to think through any of it, she heard alarmed shouts and crashing noises behind her, off in the distance. Shit, had the spiders started attacking already?

She whirled and ran back in the direction she'd come from, heading for the noises. Some of the shouts ended abruptly as she kept running, making her certain that it was the spiders knocking out the dwarves. Partway there, she nearly ran right into Fili, who was heading in her direction, probably looking for her after she'd left so abruptly.

"Ali!" He caught her by the arms, giving her a quick and frantic once-over. "Are you all right?"

"I'm fine, but –" She was interrupted by a shout that sounded rather like Kili, and a scream of pain that sounded like it came from Lily. "I don't know about everybody else!" she finished hastily, following Fili as he ran back in the directions of the shouts, yelling for his brother.

She didn't really know what she expected to do, since she knew this was going to happen, indeed, pretty much had to happen, but she could no more stop herself from running to help Lily than she could breathing. What she didn't expect was the sudden, blindingly sharp stab of pain in her back the moment she spotted the now unconscious Lily being rolled up by an immense, disgusting spider. She cried out from the shock of it, her vision swimming in earnest once more, but this time being overwhelmed with blackness. She only faintly heard Fili's shout of her name ending in a similar cry before the blackness overtook her completely.

* * *

It was the sudden falling sensation that woke Alison back up. Well, that and the hitting the ground part, which nearly knocked the wind out of her. Fortunately, she landed in a pile of dead leaves, which cushioned her fall enough that she didn't feel as though anything had broken.

She very nearly had a panic attack, however, when she realized that there was a sticky cobweb wrapped around her face, making it difficult to breathe properly. That was something that frightened her as much as bees did, and she started thrashing around in her cocoon, about to descend into full panic mode, when some of the cobwebs were peeled away from her face by grubby fingers. She took a gasping breath of the relatively clean, fresh air, and felt her heart rate starting to steady as more of the cobwebs were peeled away, freeing her arms. With help, she managed to get most of the rest of it off, sitting up and looking at her helper: a dishevelled and dirty Bilbo who smiled in relief when she sat up.

"Alison, are you all right? I am sorry about the fall, but there was no other way to get you down," he explained hastily.

"No, it's fine, thanks for the help. Is everybody else okay? Lily?" she demanded.

Even as she said it, she could hear the shouts of the other dwarves, calling for one another, followed by Lily saying, "Here, I'm right here." Alison looked over to her left, seeing that Ori was breaking Lily free of the cocoon she'd been in as the other dwarves scrambled around, readying their weapons. Alison realized why a second later; angry spiders were dropping from the trees above to the ground around them. She scrambled to her feet, drawing her sword even as Bilbo drew Sting.

One spider came straight for her and Bilbo, and not knowing what else to do, she began dancing around as much as she could, hacking at its legs. Bilbo tried to follow suit, but it fortunately only took a moment before Fili was there as well. His dual swords flashed with impressive skill as he helped them cut the legs out from under the spider, and once it fell to the ground with a thump, he sliced its head off.

"Let's go!" Fili said urgently as soon as he'd finished, gesturing for them to run ahead after the other dwarves, who were racing after Thorin and Dwalin through the trees.

Alison willingly ran after them, seeing that Lily was ahead of her and looked well enough, bow at the ready, as everyone ran along. She nearly ran right into Lily's back, actually, when the whole group suddenly halted; a spider had landed directly in front of Thorin, in the only clear path ahead. Thorin raised his sword, about to attack the spider, when something caught his attention.

Looking up, Alison saw what he had; Legolas, riding the back of a spider down a branch above. When it got close to the ground, he jumped off, slid beneath the spider in front of Thorin, running a sword through its belly, and came up on the other side with his bow notched and aimed at them. "Show-off," Alison muttered, half-admiringly, making Lily snort in agreement.

Meanwhile, the dwarves around them had lifted their weapons in response to Legolas, but the instant they did, numerous other elves appeared from the trees around them, arrows aimed precisely at them. The dwarves, however, didn't seem inclined to immediately respond to this threat. Alison noted, too, that some of the older dwarves had angled themselves in front of the younger ones, and Fili stood between her and an elf's arrow. Had her hallucination of Chris been right, or was this just part of Fili's protective nature? She just didn't know anymore.

She was distracted from this thought, however, by Legolas saying icily, "Do not think I won't kill you, Dwarf." She looked up, seeing how hard his dark eyes were in that far too handsome face as he added, "It would be my pleasure." And okay, he was really hot in person too, Alison admitted to herself, with that long, white-blonde hair falling to his shoulders and his superbly fit body encased in a green tunic and breeches, with high brown boots on his feet, leafy vambraces on his arms, and the two short swords he favoured strapped to his back. Yeah, she could see why he had been her first big fictional crush back when LOTR had come out. Of course, some of his hotness was diminished now by the sneering anger on his face as he stared Thorin down - and he no longer seemed to quite measure up to Fili.

Thorin looked around, and seeing all of the elves surrounding them, lowered his sword. The other dwarves followed suit along with Lily and Alison herself. She sighed as she looked down at her sword before sheathing it for the moment. She'd have to see if Bilbo might be able to recover it later; she was really quite fond of it. Fili had just sheathed his swords next to her when a shout rang through the woods. "Help!"

 _Shit._ In all the excitement, Alison had completely forgotten to keep an eye out for Kili, and he'd still ended up separated from the rest of them. Still, if Tauriel came to his aid like she was supposed to, he would be just fine, she reassured herself as Fili frantically called back, "Kili!"

He took a few running steps in the direction of Kili's shout, but came up short when an elf stepped closer, drawing his bow back a little bit farther, a threatening look on his face. Fili stood glaring at the elf for a moment, fists clenched, as they could hear crashing and shouting in the woods beyond. Alison hurried forward to Fili's side, suddenly worried that he might push things a bit too far, and grabbed his arm, nearly sagging in relief when she caught the faint sound of Tauriel's voice telling Kili she wouldn't give him a weapon.

"Fili," she whispered urgently in his ear, feeling how tense his arm was beneath her hand. "He's going to be okay, I promise." _For now, at least._

To her relief, Fili relaxed at this, turning back towards her and letting her draw him back towards the middle of the circle. "Are you certain of that?" he murmured to her.

"Yes," Alison told him firmly, and as if to verify the truth of her words, Kili came back towards their group at that moment, walking reluctantly in front of Tauriel, who ushered him past the armed elves and back into the circle.

"Search them!" Legolas shouted from the head of the group as soon as Kili was back with them.

The elves, speaking Sindarin amongst themselves, began to divide up, some keeping their bows trained on all of them as the others began grabbing the dwarf nearest them and taking their weapons. Alison watched as Fili gave Kili a brief, hard hug and a quick once-over, Kili assuring him that he was fine, before Fili turned back to her, giving her a grateful smile.

Alison returned his smile, and was about to take his hand and squeeze it in reassurance, when elves approached the two of them. One of them went right to Fili and began rifling through his heavy coat, pulling out daggers while Fili smirked at him. The other grabbed Alison's sword-belt, yanking it off her. "Hey!" she exclaimed when the dark-haired elf reached back again, pulling at her cloak. "Relax! Here!" She pulled out the two daggers she'd gotten from Fili, one from the small of her back, the other from her right boot, and handed them to the elf. "This is all I have, I promise you."

She could see, out of the corner of her eye, Fili scowling in the direction of the elf that stood in front of her, but he relaxed when the elf seemed to take her word for it and walked away with her weapons. Alison was relieved, herself; she didn't really want some strange elf groping her. She could hear Legolas arguing with Gloin in the background, insulting his locket, as she turned her attention to the other elf searching Fili. She had to admit, she loved that cocky smile that had popped back up on his face as the elf continued pulling out dagger after dagger, though he sighed a little as one was pulled from an inside pocket of his coat. She had, in fact, discovered the location of all of his weapons as she'd promised herself during their stay at Beorn's (part of their skinny-dipping fun) and so she knew there were three more the elf had yet to discover.

She smiled as Fili opened his coat wide, giving the elf in front of him an innocent, 'all gone' look. The elf, clearly not buying it, pulled another dagger out from behind his head. After a few more seconds of searching, the elf pulled out one more from another inside pocket, before he apparently decided he was done, and walked away with the pile of Fili's weapons.

Fili came to her side, still smirking about his small victory of retaining one dagger for the moment, as he asked softly, "Are you all right? The spiders didn't hurt you, did they?"

"Other than that bite at the start, no. I'm fine," she reassured him softly. She actually felt pretty good, all things considered. She was a bit sore, of course, especially in her back where she'd been bitten, and her head ached a little, but it was clear. Whatever Mirkwood had done to her seemed to be gone completely, which was a vast relief, enough that she could ignore her thirst and hunger for now. "What about you?" she asked.

"Just fine, lass," he answered with a grin.

She smiled at him in reply, turning to look for Lily, and stiffened a little when she noticed Lily was heading to the front of the group, where Legolas was now checking the balance of Thorin's sword. Uh-oh. She moved forward to follow Lily, Fili close behind her, as Legolas demanded, "Where did you get this?"

"It was given to me," Thorin retorted coldly.

Legolas pointed the sword directly at him, his expression ice-cold. "Not just a thief, but a liar as well."

"He's not lying," Lily snapped, and Alison winced as all attention turned to her cousin. She'd been hoping not to draw too much attention to them; hard to know how this angrier version of Legolas would respond. It seemed it was too late for that, however, for Legolas was staring at Lily with shocked surprise.

Alison noted his gaze taking in Lily, then flashing to her where she'd stopped a few feet behind Lily, and realized that he must have been so focused on Thorin and the other dwarves that he hadn't noticed them in the middle until now. His gaze snapped back to Thorin. "What is this? You brought women with you? Are they even Dwarves? They do not look as goblin-like as the rest of you. Why are they here?"

"Shockingly enough, we can speak for ourselves," Alison put in dryly before Thorin could say anything. Go big or go home, she decided; since it was too late not to draw attention to them, she might as well join Lily in pissing Legolas off. His attention snapped back to her, his brows rising as a few of the dwarves chuckled and she went on, "For your information, we're half-dwarves, half-human. I'm Alison; this is my sister Lily. We asked to come along to help them on their journey. And we wanted to learn more about our dwarven heritage."

"And like I said, he's not lying about the sword," Lily added. "We found it in a troll-hoard during our journey, and Lord Elrond told him that it was Orcrist and he could keep it. So it might be a good idea for you to follow his wisdom, Legolas Greenleaf, and ease up on your hatred of dwarves."

Alison winced. _Damn it, Lily!_ Her cousin must be either really pissed or distracted by something else, to have slipped up like that. She could only hope that Legolas wouldn't notice, but it seemed he had. He stepped closer to Lily, his eyes narrowing in suspicion. "How do you know my name, half-Dwarf?"

Alison could see Lily's shoulders tense in front of her as she realized her mistake, but she quickly covered with, "I heard one of the other elves say it."

Alison was impressed by Lily's quick thinking, but it seemed Legolas didn't buy it; the suspicion did not disappear from his face as he said, "I do not recall any of the other elves speaking my name." When Lily didn't answer, he went on, "No matter. My father will know what to do with you two." He barked out something in Sindarin, and the elves began shoving the dwarves along, still keeping them tightly surrounded.

Alison grabbed Lily's arm, pulling her back into the centre, letting Thorin and Dwalin take the lead. Fili, Ori, and a few of the other dwarves gathered around her and Lily, keeping them in the centre, and Alison noticed Lily glance behind them and frown. Following her gaze, she saw that Kili was bringing up the rear along with Nori, and Tauriel was directly behind them in all her shining, red-headed beauty. Was that part of the problem between her and Kili? Alison wondered, in a startled moment of insight. Was Lily worried or jealous about what might happen between Tauriel and Kili? She'd have to find time to investigate that further when they had a moment alone. For now, though – "What were you thinking?" she hissed at her cousin.

Lily shrugged, still frowning. "I don't know," she muttered back. "I guess I was just pissed about Legolas being such an ass to Gloin and Thorin and the others that I didn't think. I'm sorry."

Alison sighed, putting an arm around her shoulders. "No, it's okay. Mistakes happen." She winced again, thinking of her own slip-up earlier. Fili had not mentioned it so far, and didn't seem to be acting odd around her, so she could only hope that Mirkwood had messed with his head so badly he didn't remember it. Otherwise, she'd have a lot of explaining to do if he chose to question her about it, and she didn't think she was ready for that. Lily's slip-up was minor in comparison, really. "We'll figure it out, don't worry."

Fili dropped back a little further so he was walking closely next to Alison, murmuring, "Did either of you see where Bilbo went? Bofur just noticed he isn't here. Is he all right?"

"He's fine," Lily whispered back. "Don't worry about him."

Mindful of the elves and the fact that they likely had sharp hearing, Alison pulled him even closer, breathing into his ear, "He'll be along later. He's going to help us get out."

Fili shot her a surprised glance at that, but nodded, relaxing even further at her words. He didn't move far from her side, however, as the elves took them through the twisting paths towards their home.

Fortunately, it didn't take long before they arrived at a stone bridge that led over a rushing river below, the bridge ending right in front of the door to the elves' palace. It was really quite beautiful, Alison noted, the archways carved into trees and twisting branches and vines, the walls a mix of grey and blue stone. The elves marched their party across the bridge, Legolas lingering at the end of the procession until they were all through the large double doors. Alison could just hear him calling something in Sindarin, before he slipped through and the doors clanged shut behind him. She just hoped that Bilbo had still managed to make it inside.

Once they were inside, Legolas barked out some more orders in Sindarin. Several of the elves grabbed the other dwarves and begin shuffling them toward a stairway leading down, Tauriel leading them, while a few elves grabbed Alison, Lily, and Thorin and begin hustling them along to a stairway leading up. As soon as the other dwarves realized what was happening, they began struggling and shouting protests, Fili and Kili especially. Several more elves ran to the aid of those guarding the dwarves, aiming weapons at them, and Fili yelled something in Khuzdul that sounded distinctly uncomplimentary.

"Don't, Fili!" Alison called back, feeling worry tighten her chest. She did not want him getting hurt by the elves because of her. "We'll be all right!" At least, she hoped they would. No matter how angry or suspicious Legolas was, she couldn't see him actually hurting them, especially when Thranduil didn't even harm Thorin in spite of their intense dislike of each other.

"We'll be fine!" Lily added, and that seemed to calm the dwarves down; they went without much further struggle, Alison saw with relief, though they still grumbled quite a bit.

Legolas cast them a speculative glance, but he didn't say anything, just kept leading them through the palace. It appeared to be a mixture of trees and stone, open and airy, with several separate floors connected by intertwining bridges and steep pathways. Alison followed the elf in front of her carefully, keeping a wary eye on the side of the pathway and the drop below.

Finally, they arrived at a twisting stairwell that led up to a balcony, where Thranduil sat in an immense throne atop yet more stairs. Like Legolas, he had shoulder-length white-blonde hair, and a very handsome face. His face, however, was set in even colder and more intimidating lines than his son's, and he wore a tall crown of branches, looking rather like antler horns mixed with red leaves. A set of almost metallic-looking, silvery robes topped it all off.

Legolas went right up to him and whispered something in his ear as the three of them were dragged forward to stand on the balcony below his throne. The elves guarding them moved back to the edge of the platform, and Alison watched as Legolas finished up whatever he was saying and moved to stand a few steps below Thranduil.

"I certainly did not expect to see Thorin, son of Thrain, in the company of two female half-breeds," Thranduil said at last, in cold, measured tones as he stared at them with narrowed eyes. "Perhaps you can explain to me, Thorin, what use they are to you on this quest of yours? Or how they knew my son's name?"

Thorin gave him a bland smile, his face otherwise expressionless. "They wished to know more of their dwarven heritage, and wanted to offer us their assistance in our travels. The eldest is a skilled healer, and the youngest a skilled cook and tailor. I simply saw no reason to turn away the additional help. As for your son's name, I believe Miss Lily already explained that she simply overheard it."

 _Oh, thank God, he's covering for us,_ Alison thought, doing her best to mask her relief and keep her face as expressionless as Thorin's. Of course, he probably didn't want Thranduil snatching up his seer, so he would have no more reason to reveal Lily's supposed abilities than they did. She just hoped that Thranduil would leave it at that.

Thranduil studied Thorin for a long moment. "Is that all it was? Well, perhaps you are right. Not all of the guards mark their speech as closely as they should, after all. But I still do not see how such minimal assistance enticed you to drag two women along with you. There must be another reason. Perhaps they play the whore for you and all your men?"

Alison couldn't help it; she snorted. "What, just the two of us for all of them? No thank you, that just sounds plain exhausting."

Lily covered her mouth to muffle a snort of laughter, and even Thorin's lips twitched a little at that before he straightened up and glared at Thranduil. "I would thank you not to insult their honour, or that of my men and myself by implying such a thing. Perhaps Elves would treat women travelling with them in such a low manner, but we Dwarves would not."

 _Wow,_ Alison thought, impressed. Not only was Thorin covering for them, but he was standing up for them, too. Maybe he was starting to like and accept them more than she'd realized. Thranduil looked seriously pissed at Thorin's comment, and even Legolas looked a little angry, but before either of them could say anything, Lily added, "Yes, all of the dwarves have been perfect gentlemen towards us."

Thranduil made a scornful noise at that, glaring down at them. "You expect me to believe that not a single one of them has touched either of you?"

"That depends on what you mean by touched," Alison said mildly, seeing Thorin shoot her a quick look out of the corner of her eye. She ignored it as she went on, "If by touched you mean a pat on the shoulder or a helping hand here or there, especially when we were training, then sure they have. But they've certainly never forced themselves on us or demanded that we 'play the whore' for them. So yes, they've been perfect gentlemen." Which was true enough; Fili had only ever done what she'd invited him to do, after all, and the others had treated her like a sister.

"So not even the blonde dwarf who watches you so closely has enjoyed your attentions?" Legolas asked quietly, looking right at her.

Alison saw everyone look to her at this, and she let out a sigh. Trust Legolas to have noticed that after he'd finally realized she and Lily were there. Well, if it satisfied their curiosity and made them stop digging for a deeper reason as to why they'd come along with the dwarves, she was happy enough to let them know. Better that than they found out about Lily's 'abilities'. "Oh, bloody hell, are all elves this nosy? Fine, yes. Lily here hasn't shared her bed with anyone, but I quite willingly and happily let the 'blonde dwarf', who incidentally is much better-looking than either of you, into mine. But he never touched me without my permission, so he's still a gentleman. Are we done with this now?"

Thranduil gave her a freezing glare before looking to Thorin. "You would allow such insolence?"

"She is not being insolent to me," Thorin replied, a slight smirk on his face that reminded Alison distinctly of Fili as he went on, "and considering the rather invasive nature of your questions, I think she is quite justified in her response. Besides which, we dwarves do not believe in stifling our women. And as she is my nephew's betrothed, she is to be treated with the respect due her station."

Alison just barely managed to control her shocked reaction and the automatic denial that wanted to spring to her lips; instead, she managed to make herself smile and nod tightly. She'd figured that Thorin had to know that she and Fili were sleeping together, since he wasn't an idiot, and had likely addressed it with Fili at some point, confirming that it was only a fling, or else he would have intervened by now. So she hadn't seen a problem with confessing to it in front of him, but she certainly hadn't expected him to claim that they were betrothed. He was likely trying to preserve her honour, she decided, or Fili's, in the eyes of the elves. Or both. Either way, she might as well play along with it for now; it would do no good for her to contradict him in front of Thranduil.

Thranduil stood up, eyes blazing with fury. "Well, if you refuse to correct her insolence, then I – " But he was interrupted by Legolas saying softly and firmly, "Father," before moving to his side once more and whispering something in his ear again. Alison let out a small breath of relief at that; she had luckily been right in assuming that even pre-LOTR Legolas wouldn't want to harm women.

The fury on Thranduil's face had only marginally lessened, but he gave his son a curt nod and sat down again. "My son is correct; it matters little in the larger scheme of things. We were correct in our assumptions that the women came along for another reason; so that your nephew might have his whore readily available." He gave Thorin a tight smile at this, as if daring him to say something, and then continued, "But perhaps they would be willing to confess what the true purpose of your journey is?" He fixed Alison and Lily with an intense stare once more.

"Why, I believe the purpose was to visit their kin in the Iron Hills," Lily answered with admirable innocence, turning to look at Thorin as if to confirm this. Alison nodded in agreement, doing her best to match Lily's innocent look.

Thranduil scoffed at this. "Surely you do not expect me to believe such a tale. It is far more likely that Thorin spun you a story of a noble quest to reclaim a homeland and slay a dragon." When neither Alison nor Lily replied, he stood and walked toward Thorin, who had placed himself slightly out in front of them now as if to capture Thranduil's attention. "I myself suspect a more prosaic motive. Attempted burglary. Or something of that ilk." He leaned down to look directly into Thorin's face at that, but Thorin simply stared back impassively.

Alison watched as Thranduil paced away again, continuing, "You have found a way in. You seek that which would bestow upon you the right to rule. The King's Jewel. The Arkenstone." Though Thorin had continued to meet the elf's gaze, at this he looked away, making Thranduil smile slightly in an eerie fashion. "It is precious to you beyond measure. I understand that. There are gems in the mountain that I too desire. White gems of pure starlight. I offer you my help." He bowed his head at this, closing his eyes briefly.

Thorin gave him a brief (and obviously false, to Alison's eyes) smile. "I am listening."

"I will let you and your dwarves go, including your nephew and his . . . betrothed," Thranduil added with faint scorn, "if you but return what is mine."

Thorin turned away at that, raising his eyebrows at Lily once his back was to Thranduil, and when she gave a minute shake of her head, he wandered to the edge of the platform. "A favour for a favour," he said mildly.

"You have my word," Thranduil replied smoothly. Alison didn't have to see Thorin's face to know the twisted smirk he gave at that as Thranduil finished, "One king to another."

"I would not trust Thranduil the great king to honour his word should the end of all days be upon us!" Thorin shouted, turning back around and pointing an accusing finger at Thranduil. "You, who lack all honour! I have seen how you treat your friends." Alison took a few cautious steps backwards, watching Legolas's impassive face as Thorin stalked toward his father, shouting, "We came to you once, starving, homeless, seeking your help. But you turned your back! You turned away from the suffering of my people and the inferno that destroyed us." He finished up with a phrase in Khuzdul that Alison didn't know, and didn't think she'd ever seen translated on the movie subtitles.

Thranduil got right up in Thorin's face at that, the cold fury in his eyes even worse than it had been earlier, making Alison shiver a little. "Do not talk to me of dragon fire. I know its wrath and ruin." He inhaled deeply, while the left side of his face seemed to dissolve away into a burned ruin of tendons and ligaments, his eye dead and cloudy white, reminding Alison distinctly of Two-Face as he bit out, "I have faced the great serpents of the North." He pulled back and the ruined flesh was suddenly gone as he began to pace back to the stairs leading up to his throne. "I warned your grandfather of what his greed would summon. But he would not listen. You are just like him. Legolas, take them below."

He waved his hand, and Legolas and the guards still remaining hurried to do as he said. Two elven guards grabbed Thorin by each arm, while one took Lily's arm, and Legolas himself took Alison by the arm as Thranduil added, "Stay here if you will and rot. A hundred years is a mere blink in the life of an Elf. I'm patient. I can wait."

The two guards with Thorin took the lead in dragging him down the stairs towards the dungeon, with Lily and her guard in the middle, and Alison and Legolas bringing up the rear. As they descended, Legolas said calmly, "We do not have quite enough cells to accommodate all of you. Thorin will be granted his own cell, but the two of you will have to share with one or more of the others. As we are not entirely unfeeling, we will allow you to select whomever you wish to stay with."

"I'll stay with Fili," Alison decided. She wanted to talk to him, to find out if her hallucination had been accurate, even though the thought of not being able to run away to think if need be made her nervous. Besides, she suspected it would look suspicious if she chose not to stay with her 'betrothed.' "The blonde dwarf," she added when Legolas didn't immediately reply.

"I had suspected you might wish to remain with him," Legolas replied evenly. "And yourself, Miss Lily?"

"I would like to stay with Ori," Lily said, not surprising Alison in the least; she'd guessed that Lily would continue to avoid Kili. She was definitely going to need to talk to her once they were out of here. "He is one of the younger dwarves; I will point him out when we are down there."

"Very well," was all Legolas said as they continued downwards. Once they reached the top level of the twisting, turning dungeon, one elf remained behind to shove Thorin into his cell across from Balin, while Legolas continued on with them down to the next level, ignoring Balin's brief conversation with Thorin and the Khuzdul phrase Thorin loudly shouted after him.

One of the elves took Lily over to the other side when she pointed out Ori, while another grabbed Alison's arm and steered her toward another cage, following after Legolas. Fili was waiting at the front of the cage, hands clasped around the decorative-looking bars, and looked relieved when he spotted her. " _A_ _mrâlimê_!" he exclaimed. "Are you all right? Did they hurt you?" He shot a poisonous glare at Legolas, who returned it in kind.

"Stand back," Legolas told him curtly as he moved to unlock the cell door.

"I'm fine," Alison reassured him as Fili slowly backed up, glaring at Legolas all the while. "They didn't hurt me."

The elf that had a firm hold of her arm, as if to contradict her words, gave her a harsh shove as soon as the cell door was open, snapping out, "Here is your blonde dwarf, half-breed whore."

Caught off-guard, Alison stumbled and nearly fell, but Fili caught her before she did. Seeing the murderous glint in his eyes, she decided to lean on him much more heavily than she needed to as the door clanged shut behind her. She didn't want to give him a chance to take a swing at either elf, not knowing what they would do to him after that. "Don't listen to him," she hissed in his ear, feeling the rigidness of his body against hers.

Apparently choosing to ignore her, he straightened her up carefully as he growled over her shoulder, "How dare you speak to my – " He cut himself off, his body tensing further, and Alison shot a quick glance of surprise up to his face, wondering what he'd been about to say as he continued tightly, "to her that way! I see elves have no honour even when dealing with ladies."

"She is no – " began the dark-haired elf who'd shoved Alison, but Legolas held up a hand and snapped out something in Sindarin, causing the elf to subside and stalk away.

Legolas looked speculatively at them for a moment as Fili glared at him, keeping an arm around Alison, and she squeezed his tense arm lightly to reassure him. "My apologies," Legolas said at last. "That is not reflective of our typical treatment of female prisoners. I will see to it that it does not happen again."

"It had better not," Fili snarled.

Legolas didn't reply to that, merely walked away without further comment while Fili watched him go, his face tight with rage. He relaxed once no more elves were visible, and turned to Alison, who'd been watching him closely in turn.

What, she wondered, had he been about to call her? His what? Had he been about to use some Khuzdul word for lover, and decided not to in front of the elves? That was possible. He might have wanted to preserve her honour, especially after what the guard had said, just as Thorin had attempted to do. She didn't know what else he could have wanted to say, since he couldn't have known what Thorin said to Thranduil about them. Unless, her hallucinating brain had indeed been right about how he felt about her. If it had been, though, she had no idea why he wouldn't have said something before now. And she needed to ask, but she was afraid to. What if he had no idea what she was talking about? Or worse, what if he did and admitted that he loved her? She wasn't so sure she was ready to hear that answer, because she didn't know how she was going to deal with it just yet. Though her talk with Chris, or her hallucination, had calmed her down a good deal, the thought of having her heart broken once again was a little too terrifying to deal with. But she could take some time to think about it; if she recalled correctly, they'd be stuck in here for about a week, anyway.

Yes, she decided as she sent another reassuring smile to Fili, she'd wait for now, think about how best to handle it before she asked him. "What happened with the elves?" he asked, with scornful emphasis on 'elves' as she steered him over to the stone bench set into the wall, the only decoration in the bare stone cell. "I am relieved to hear they did not physically harm you, but clearly they have been insulting you."

"Well, what you just saw was the worst of it," Alison replied, before giving him an account of what had just happened in front of Thranduil's throne. She watched his face closely when she mentioned what his uncle had said about them being betrothed, but he was annoyingly expressionless. All she managed to catch was a flash of surprise in his eyes mixed with some other emotion, but she wasn't sure what it was. She could clearly see his anger during much of the rest of the story, though.

And when she'd finished, there was a bit of concern and worry on his face as he said hesitantly, "What they said about you . . . I hope that it did not cause you to regret our time together, or to believe that I do not respect you – "

"Fili," she interrupted him, squeezing his hand in hers, "of course not. I'm not about to regret my decision to have very enjoyable sex with you just because some prudish elves might disapprove of it. And I know you respect me; I can tell. Like I told them, you've never been anything but a perfect gentleman unless I asked otherwise." She gave him a wink at that, pleased when he smiled. "I just hope you don't regret any of it."

"Of course not!" Fili exclaimed, looking shocked. "I would never regret a single moment that we have spent together!"

Alison smiled, trying to ignore how warm his words made her feel. "Good, I'm glad to hear it. And I hope you don't mind that, when they gave me the choice, I asked to share a cell with you."

He shook his head, squeezing her hand in turn. "Not at all. I am pleased to have you with me. I only wish I could see Kili from here, as well."

"He's just fine," Alison told him. "The elves won't do anything to him." In fact, one elf in particular was likely being quite nice to him. She just wondered if Lily was indeed jealous of Tauriel, and if she had any reason to be, or if Kili's attention had already been fully captured before he ever met the female elf. If she was right about Lily's feelings – and she thought she might be – she hoped the latter was true.

Fili let out a long breath. "I am relieved to hear it. You said – " he lowered his voice – "that Bilbo will get us out? Has Lily seen that?"

Alison nodded, picking her words carefully but deciding to be as honest as she could be as she murmured, "She saw that the elves would capture us, but also that it was unfortunately the only way to go and still get there on time. But Bilbo will be able to get us out of here in about a week, so it will work out in the end."

Fili nodded thoughtfully, leaning back against the wall. "Well, if our burglar can get us out, we will simply take the time to rest, then. And while we are waiting, I did have a question for you."

"What is it?" Alison asked warily, feeling her heart thump a quick and nervous beat as she wondered just what he was about to ask. Whatever it was, she felt sure it was a question she was not ready to deal with.

Fili took a deep breath, turning sideways to face her on the bench as he said seriously, "I need to ask you about what you said in Mirkwood. Am I truly supposed to die?"


End file.
